


Shinji Ikari: The Amazing Spider-Man

by GainaxVel3o



Category: Neon Genesis Evangelion, Spider-Man - All Media Types
Genre: Alternate Universe - Canon Divergence, Alternate Universe - Neon Genesis Evangelion Fusion, Alternate Universe - Spider-Man Fusion, Combines bits from anime and other Evangelion media, F/M, Marvel Universe, Neon Genesis Evangelion References, Other Additional Tags to Be Added, organic webs
Language: English
Status: In-Progress
Published: 2019-10-04
Updated: 2020-10-26
Packaged: 2020-11-23 22:55:12
Rating: Teen And Up Audiences
Warnings: Graphic Depictions Of Violence, Major Character Death
Chapters: 22
Words: 132,227
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/20897477
Author URL: https://archiveofourown.org/users/GainaxVel3o/pseuds/GainaxVel3o
Summary: "Though the world may mock Shinji ikari, the timid teenager… it will soon marvel at the awesome might of Spider-Man!"It has aTV Tropes page!





	1. Shinji Ikari: The Origin

**Summary for the Chapter:**

> Shinji Ikari had no hopes, nor expectations, no dreams beyond living life quietly. However, a twist of the web of fate finds him bitten by a genetically altered spider and embarking him on a journey of self discovery and reflection, becoming the Amazing Spider-Shinji!

** _Shinji Ikari: The Origin_ **

The opening strings of Bach's Cello Suite #1 were heard in the room.

It was being played on the cello, the young, brown haired, blue eyed boy wearing the black school uniform holding the instrument playing it with efficiency. He put his concentration into this, lest he be disappointing the old man sitting in front go him.

When he finally finished, his teacher nodded in approval.

"Very good. You are done for the day."

Shinji Ikari nodded in return. "Understood."

* * *

Kokoro is covered in smog.

When the meteorite impacted the Earth in 1999, the world had changed. Much of the world was destroyed in the wake of the calamity. Weather was fixed in countries around the world, with Japan being in perpetual summer heat.

Nagano was a casualty of Second Impact's destruction, and as such it was sometime before it was given the go ahead for rebuild. Luckily, the Yashida Company was able to pick up the slack, the large corporation funding various reconstruction efforts to rebuild the city. It was renamed Kokoro, to symbolize becoming the heart of technology and commerce for the rebuilding Japan. Smog was common, since construction and factories were common, and very busy. It was quite a large enterprise.

Shinji reset the tape from track 26 to 25.

_Anata wo michibiku basho he to_

_ Tori no mure ga habataite yuku_

_Kawaita daichi ni aru no wa_

_Hibiwareta takusan no kokoro_

He didn't think too much of the city. It was too busy and loud for his tastes. He always seemed to find it… overcrowded for lack of a better word. Sitting on the train, he listened to his S-DAT player while ignoring the rest of the passengers. He enjoyed music. He found it relaxing, like locking himself off into his own landscape, where he could ignore the world and be the only one that exists.

_Kikoeru anata wo _

_yobu koe ga_

_Zawameki nimo makenai hodo tsuyoku_

Shinji was one that let things happen as they happened. Without dreams or aspirations, he just existed and did what he was told. He was never entirely comfortable with people, and people were never comfortable with him, so they never connected. He saw no problem with this arrangement, he had little reason to care.

_You are the only one. _

_kitto _

_anata dake._

He stopped this thought process when he realized the train had reached Imai Station.

Shinji picked up his bag and stepped outside. He might not have aspirations, but he still needed to go to school.

* * *

That does not mean he liked Kawanakajima Junior High School.

Shinji is sitting in Science class, trying to listen to Prof. Kuruto Inumaru explaining the experiment. Something to do with mixing the appropriate chemical compounds.

"This is exciting, Ikari! Can you feel it?"

The key word being trying.

Too bad he had Tsuyoshi Kotei as his lab partner.

Kotei was the Class Representative. Tall, imposing with black hair and shining wide blue eyes, he was well respected among his peers. He was at the top in terms of grades and was considered a well behaved young man by the teachers. He had a charm that won over most people.

Whenever he was around though, Shinji couldn't help shake a foreboding feeling.

"Kotei, could you please be quiet? I'm trying to take notes." Shinji hissed, scribbling notes on his notebook.

Tsuyoshi looked over him apologetic, "Sorry, it's just that taking classes and performing my duties makes me feel great."

"Okay, I'm trying to concentrate!" Shinji whispered a little louder, which unfortunately got attention.

"Is there something you would like to add, Ikari?" said Prof. Inumaru with a condescending tone.

Shinji looked down. "No sir."

"Good, let us begin the experiment," Prof. Inumaru turned back to the board as Shinji blushed hearing his classmates chuckle.

The class experiment was mixing compounds to produce a particular chemical. Tsuyoshi was a pro at this, mixing and matching with ease with Shinji struggling to keep up with him. Still, he did his part and was able to produce the right chemical for the job. He was about to place them in the mixer-

A sudden force pushed him and the glass containers with chemicals he held slipped from his hands and fell onto the floor, spilling the materials and shattering the glass.

At this, Prof. Inumaru turned his attention to Shinji, and he wasn't pleased.

"Ikari, you're staying over after school for clean up duty. That is not a request."

Bitterly, Shinji looked over at Tsuyoshi, who merely smiled.

With a sneering grin.

* * *

Clean up duty was a chore.

Shinji used his gloved hands to drag the mop across the classroom, cleaning it like he was told to. The rest of the day was boring enough, but Kotei's little prank made his day an extra waste. It was sunset by this point. Shinji wanted to hurry back home so he could sleep in. Not like he had much to do after all.

The laboratory door opened as Prof. Inumaru stepped out. He seemed rather stressed about something.

"I have to make a call, I will be back in a minute. Make sure you finish cleaning the room," was all he said as he slammed the door shut.

Shinji made a quick glance through the opened door. For some reason, he felt curious about what was inside.

So he placed the mop in his hands over a table and went inside.

The laboratory was a dark and small room. The lights were dimmed, the office was messy and disorganized, and it was clear only Inumaru used this lab.

On the table, there was a small glass cage that was broken.

Shinji figured whatever was inside the cage was probably the cause of Prof. Inumaru's worry. He went over to the cage in order to inspect the thing.

He also grabbed some gloves and a bag. If nothing else, he could clean this mess up. He went back to the table and picked up the shards.

Piece by piece, he brought the shards into the bag with his hand. He was intently focused on the task. Enough that he did not notice a small little creature making its way towards him.

Then, a stinging pain was felt on his right hand.

"Nggh!" Shinji grabbed his wrist, groaning while suffering from the pain. A quick glance and he saw the small little creature, a spider, scurrying off the table.

He shut his eyes… and saw darkness.

* * *

"You alright kid?"

Shinji heard those words in a blurry haze, as his eyes adjusted to the brightness of the room. As he gazed up, he realized he was in a hospital room. A bearded doctor was in his vision, holding up his hand in front of him.

"How many fingers am I holding?"

Shinji looked at it, focused on it.

"Th… three?" He said hesitantly, unsure if he saw it properly.

It seems it was correct though, since the doctor nodded in approval. "Good, very good. Your teacher brought you over here as soon as he could after he found you on the ground unconscious. From the vitals you seem to be pretty healthy, but we're going to need a blood sample just to be sure. Will that be alright with you?"

Shinji did not object to that. He did have a question though. "You said my teacher brought me here?"

"Yes, Professor Inumaru brought you here. Your legal guardian came over briefly to sign off on the appropriate documents." The doctor said as he waved at a nearby nurse to come in.

"… I see." Shinji said with his head downcast. The nurse went over to him, carrying a needle.

"I'll be taking a sample now okay?" She said smiling in an attempt to reassure the boy. Shinji smiled briefly in return and held out his hand for her.

She cleaned the needle right before stabbing it into Shinji's arm.

"Huh, that's strange…" She frowned a little. "You got surprisingly thick skin. I had a little bit of a problem getting the needle in. Oh well." She didn't say much more as she got the sample. "Your guardian also left something for you."

Shinji was confused. "What did he leave?"

"It's this." The doctor brought out from his pocket a familiar object. Shinji's S-DAT player with his earphones. "You're going to be here for an hour or two, so listening to some music will probably help you pass the time while I get the sample ready."

Shinji nodded. As he put on the earphones, he thought about how he couldn't wait to get out of the hospital soon.

* * *

After he was given the clean bill of health, Shinji returned to his house.

He wouldn't call this place his home. It never felt like it, even if he did live here for most of his life. A quaint, normal place, it was with very little decoration outside nor inside. Shinji let himself in through the front door (he had the keys in his pockets). He walked in, passing by the kitchen.

Inside the kitchen, Shinji noticed an older man reading a newspaper on the dinner table.

This man had been his caretaker since he was four. He taught him how to play the cello, schooled him for a bit in his childhood before sending him to a proper school. The two of them weren't close, neither spending too much time making contact unless it was through cello practice.

"I'm home." Shinji said dispassionately.

The old man let out a small groan in response and placed the paper he was reading down on the table. "I see you are."

They stood there, eye contact established. It was broken when Shinji looked away from his teacher.

"We'll begin practice in a few minutes. Get your cello."

Shinji went up to his room to get the instrument.

* * *

_Drowning._

_Shinji was drowning in an ocean of red. He struggled repeatedly to get up, to get some air. But some invisible force is dragging him down, further and further…_

_Gasping for any semblance of oxygen, he felt his energy fading._

_In spite of being underwater, he heard words all around him. Painful words._

_GET AWAY FROM ME_

_HOW PATHETIC_

_I HATE YOU_

_Shinji's eyes were wide as he witnessed dark shapes with cruel eyes, disgusted at his very being. The final gasps of air left him-_

As he awoke from his dream with a tiny gasp.

Shinji felt sweat on his body. The nightmare gave him a panic attack that left him shivering and cold. He brought a hand up this face to wipe it off.

He often had these types of dreams after particularly bad days. Dreams of hate that make his heart pound in fear. Even as he never formed a human bond, he did not wish to be hated. The thought terrified him, though he did not know what he could do about it. So the feeling came back no matter how much he tried to bury it.

It was after that train of thought Shinji noticed some of his sweat drops were falling… upwards?

He turned his head up-

He saw his bed.

He looked around himself-

He was on the ceiling, stuck it through his hands and feet.

"What the- AAAH!"

He fell down from his position on the roof and fell into the bed, breaking the stools on it as he fell.

With a panic, Shinji ran off into the bathroom panicking.

"No, this is a dream, obviously that wasn't real-" Shinji said in a haze of confusion, "I wasn't just up in the ceiling for no reason-"

After turning on the lights he went over to the sink and washed his face repeatedly, convinced he was hallucinating. It was only then he noticed something in the mirror.

Namely that where his thin scrawny form was stood place a slightly more muscular form that he didn't have before.

"This can't be real…" Shinji said looking at his reflection. He reached out to it with his hand, waving it around for a bit, before bringing it over to his face. Upon closer inspection of the hand he noticed that his fingers contained tiny pincers that stretched out from the tips.

He walked out of the room unsure of what was going on.

_'__How did I get like this? I was just fine yesterday when I got out of the hospital.'_Shinji thought to himself. _'The only thing that happened was-'_

The spider.

Shinji remembers that time when the Spider bit him. It sounds completely stupid and insane and yet…

Shinji placed a hand on the wall. Then another.

Both hands were joined by a pair of feet as Shinji Ikari climbed up to the ceiling once more.

Now that he could think clearly, Shinji only had one thought on his mind.

"No way."

* * *

The next morning was rather strange for the boy as one can imagine.

Shinji was tired from a lack of sleep. How could he when he got weird powers and broke his bed by accident? He only wished his teacher wouldn't find the broken bed before he could do something about that. Exactly what he could do is beyond his guess, but he had to do something.

Rubbing his eyes, he walked past the groups of students walking together talking about random life activities or something. He wasn't paying too much attention.

Maybe if he had, he wouldn't have bumped directly into Prof. Inumaru and making him drop his papers.

"Eeeh! Sorry Professor!" Shinji yelled out loudly as he tried helping Inumaru get his papers, but the good professor merely held out his hand to silence him.

"It is alright Ikari." He readjusted his glasses as he stood up to properly meet his student. "I've been meaning to ask you something."

Shinji shifted slightly. "Sure. What do you want to know?"

"It was about the incident from yesterday." Inumaru said nervously. "The doctors said you were fine, but have you felt any side effects at all? Any changes?"

Shinji contemplated whether to tell Inumaru about getting his powers last night. On the one hand, he was curious about the spider and what it had done. But on the other hand…

"No sir. Nothing much happened."

He was not quite sure he could trust him.

Inumaru scratched the back of his head, "Very well. Could you do me a favor and make sure you don't tell anyone what happened alright?"

Shinji nodded, and Inumaru went back to walking down hallways with papers like teachers usually do.

From there, the boy for his part went about his day as normal. Other than nearly falling asleep in classes, nothing much really happened that was worthy of note.

Until lunchtime.

Shinji was eating alone at his own table. He rubbed his hand over his forehead, feeling a slight headache come over him as he stopped eating for a second. The headache grew stronger and he groaned.

"Just what is up with my head" Shinji grabbed his head with one hand, the other hand went in search of the tray to grab onto.

He felt a slight pricking on his wrist, which Shinji took a brief glance at from the pain on his head to see-

Some sort of fluid material covering a part of the tray.

Momentarily forgetting his headache, Shinji reacted similarly to getting his wall crawling power; by panicking. He got up quickly, the tray sticking from his hand and-

Hitting someone that was coming by, spilling all the food on his uniform. Whoops!

Oh, and not just another student either, it was 'kind and loving' Tsuyoshi Kotei.

Double whoops.

After hitting Kotei, the fluid material snapped from Shinji's hand and fell to the floor.

Thank goodness no one witnessed that, it would have exposed Shinji's secret right then and there. Narrowly avoided triple whoops.

"I'm sorry Kotei!" Shinji waved his arms around, "I didn't mean to- It was an accident!"

If one payed close attention to Kotei, one would notice one of his eyes twitching, "It's perfectly alright Ikari. I'm sorry for disrupting your lunch as well. How about we meet after school so we could eat some lunch together?" he responded with a polite tone.

Shinji felt another headache coming on. He knew that it was going to lead to trouble, but everyone was staring at him…

"Okay, I'll do it." While he wasn't a social butterfly, it would seem rude to reject an offer just like that. Not if you want everyone else to turn on you.

* * *

Meeting at the rooftop of the school is pretty normal for students. It had a nice view when you wanted to get away from the crowds at the lunch table.

Another thing that was normal was Tsuyoshi Kotei and his goons surrounding and beating up people they don't like.

Truth was, Kotei was massively popular and the class representative. He has earned everyone's trust and admiration, so they didn't seem to notice or look too deeply when some students came in with bruises into the classroom, looking away from Kotei when he smiled at them holding some yen.

Or maybe they did notice. Maybe they just chose to look the other way.

Shinji was no stranger to the sight of Kotei and his goons surrounding him. Kotei had support from all around, and they were all waiting to see Kotei kicking the butt out of whoever he brings in.

He tried to get away from Kotei, but the other students held him still for Kotei.

"You ruined my uniform just now Ikari." Kotei said with a sadistic grin, much like in lab class. "You have to pay, so STEP RIGHT UP!" He had his mighty fists of steel (as he called them) raised up to beat the snot out of his new victim.

Shinji felt his headache again. 'Not now!' he thought as he clutched his head waiting for the right hook shot to the face that was coming towards him.

Then though, time slowed down.

The grinning Kotei and his fist of steel was now coming at Shinji at a snail's pace. Seemingly without thinking, Shinji moved his head aside-

Time returned as Kotei struck one of his classmates instead.

"What the hell?!" The punched out student yelled. The smug grin from Kotei disappeared in favor of confusion and anger. This volatile combination of feelings lead to Kotei throwing another fist at his missing target.

And another

And another-

Shinji was dodging all of the punches! Through some sort of instinct, Shinji's headaches seem to alert him the incoming danger, allowing him to reflexively move out of the way of the fists!

The crowd surrounding them cheered on Kotei to knock Shinji's ass to the ground, which only made Kotei more determined than ever to oblige.

"Finish it up Kotei! We're gonna check out at the warehouse down the marketplace to see if we could turn it into a crib!" yelled out one of the students surrounding the fight.

Shinji for his part was confused as to how he was sensing the danger. These headaches were only making it worse, unable for him to think properly.

But the crowd was getting anxious so finally when Shinji moved away once more some students grabbed his shoulders to keep him still.

"We got him right here for ya, Kotei! Finish off the lil bastard and we'll got the arcades next!" said an eager student. Kotei smirked.

"Nowhere to run now, Ikari. Now get ready!" Kotei raised his left hook and launched it right at Shinji's stomach.

Shinji struggled from the grabbing, but he was kept there like a lamb for the slaughter. His headaches were getting worse so without thinking as Kotei's fist reached-

Hand to hand contact was made; Shinji's hand blocked Kotei's fist.

A sickening crunch was heard.

"GGRRAAAARRRGGHH!" Kotei yelled out in anger and pain as he clutched his now broken hand.

The others let go of Shinji as they went to look over their Class Representative in Pain.

"I'm… I'm sorry…" Shinji let out in a small whisper. Kotei looked over him, rage filling his eyes.

"YOU'RE GONNA GET YOURS, IKARI!" At that, Shinji turned around and ran off quickly ignoring the yells that came from behind him.

Breaking someone's hand with your newly gained super strength? Now THAT was a triple whoops.

* * *

"I got a call earlier today. It was from a parent."

Bach's Cello Suite #1 was something Shinji had been practicing for a long time. Today he was playing it with the efficiency he always had when playing it. The older man had his arms crossed as he sat facing Shinji's direction, disapproval evident on his face.

"What did they say?" Shinji asked.

"They said something about you breaking their kid's hand."

Shinji frowned, stopping the cello playing and remained silent. The older man took it as confirmation of guilt.

"I am disappointed in you. Getting into fights with students? That's very unlike you." He rubbed his eyes in frustration. Shinji returned to playing the cello, but there's a change in the way he played it.

"So? It was an accident anyway." Shinji kept his head down, his tone turning to anger.

"Accident nothing. The parents were angry, I had to apologize to them for you. They're threatening to sue. Don't you feel any sort of remorse for that?"

The cello playing became harder, to the point that it was messing up the rhythm of the piece.

"Why do you care?"

The question surprised the older man. "Come again?"

"Why do you care now?" Shinji's voice took a darker tone. "You've never cared before. How would you even know it was unlike me?"

Dropping the cello to the floor, Shinji stood up from his chair to face his teacher. Anger boiled directly in his eyes as he started yelling, "You never talk to me, you never ask how I am or how I feel! You didn't even visit me when I was in the hospital the other day. The only thing we ever do together is you teaching me how to play the cello! If you cared before, you would have said something A LONG TIME AGO!"

The older man also stood up to face his student, "Sit back down!"

"No I won't!" Shinji got out of the room fuming. He took a raincoat and slammed the door open.

"You will get back in here right this instant!" The older man may have said more things, but Shinji wasn't listening as he ran away from the house.

The boy ran as far as he could, but even he got tired after a while. He stopped at a near by lamppost to catch a breath.

Clutching the lamppost, he looked around to see where he was. Judging from the various stores around the area, he seemed to have taken a turn into the marketplace unknowingly. Sighing as he put his hands his pockets, Shinji realized he still had his S-DAT player and earphones with him. With this, he made the decision to just walk around the street to clear his thoughts while listening to music.

He placed his hood on and walked away not noticing the dent he made onto the lamppost from clutching it too hard. He put on the earphones and set the tape to 25 as per usual.

_Kanashimi ni michita machi he to_

_Suna majiri no kaze wa fuite_

Walking around alone while listening to music, that was something Shinji was comfortable with. He didn't have to fear what people think of him, how they saw him, didn't have to think about his problems… that was good.

_Kasukana kibou no kakera mo_

_Maboroshi ni kaete shimau kedo_

This was good. Shinji just let himself get caught up in the same track he always played during those moments, especially on the train rides to school.

_You are the only one. _

_sou yo _

_anata dake_

His eyes took a quick glance around, coming upon a random scene.

Someone (around his age, Shinji thought absentmindedly) was mugging a random middle aged woman.

"Gimme the damn purse, old hag!" said the guy grabbing onto to the purse while the lady is desperately trying to get it back.

"No! Let go of it!" The lady bit her lip but eventually she lost the battle. The guy dragged the purse away from her, knocking her to the ground. He ran straight into Shinji's direction.

Feeling another headache, Shinji looked up-

and without thinking, stepped to the side.

The woman looked up, her eyes watering up as the mugger got away. "That man stole my purse!" She said desperately trying to get up to chase down the man.

As she went past Shinji, another man patted the boy's shoulder.

"It's okay, kid. Anyone would be scared of that." He said Shinji with an understanding tone. "I'm gonna try to help her out, get home safe!"

That man ran off to help the poor woman. For his part, the boy continued trekking down the area, not once thinking of what happened there.

_'__Was I supposed to stop it? It's not like it was my problem or anything.'_ He thought, turning around a corner desperately trying to avoid any thinking.

His headaches increased by a strong amount-

Shinji jumped away just in time to avoid a car.

He heard some yelling but really all he could focus on was the fact that he clung onto the walls of a building.

And that he was high up.

"WAAH!" Shinji nearly slipped off the building before firmly reattaching his hands to it. He looked around quaking with a tinge of fear.

Luckily the hood on his coat managed to decently hide his face from anyone looking below. It seemed luck was on his side a lot these days. He crawled up the wall to avoid getting seen by more people.

Getting to the rooftop, he stopped to catch his breath. _'Climbing up walls, getting headaches whenever I'm in trouble… breaking hands,'_ Shinji cringed at the thought, _'and that stuff from the tray. How much can I do?'_

If he wanted not to break someone's hand again, he needed to test out his new powers. But where could he find a decent place for it?

He remembered one of the students during the fight mentioning a warehouse down this district… maybe he should check that out?

* * *

The warehouse as it turned out was not too far.

Indeed, Shinji was surprised the building wasn't torn down already. The place was deserted, no one in sight. He was surprised not even Kotei's gang was here, given the earlier proclamation of turning it into a "crib".

Whatever, this will have to do.

With his new "wall crawling" powers, he managed to get inside the place just fine. Once he got in, he surveyed the area. Lots of crates, an abandoned car, but a whole lot of empty space as well.

Empty space for which to practice.

Shinji jumped right into the center of the area. With his new strength, he landed with ease. He took off his jacket and other stuff to make sure they don't get broken. Lord knows he doesn't want his walkman broken, how else would he hide away from his issues?

He thought about lunch period earlier. A fluid came out from his hand that latched itself to the tray… that bumped into Kotei. Shinji let out an involuntary chuckle. 'How did it come out..?'. He tried to think about how to release the white fluid from his body (his face blushed at how that came out- oh get Shinji get your head out of the gutter!). He looked over his hand. Maybe it was how the hand was positioned…?

He held out his hand away from him, "Go?"

Nothing happened.

Flexing his hand again, he tried a thumbs up gesture, "Release."

Nope.

This time, he faced his palm outwards, triumphantly crying out, "HONEEEYYY FLASH!"

Nada to the third power, receiving a large blush for his trouble.

Trying out various more poses and flexes, Shinji was getting frustrated with the lack of results. _'I was able to do it before, why doesn't it work now?,'_ it feels like the luck he possessed earlier had disappeared. Grabbing his head in his hands, he kicked some dust from the floor. Waving his arms around, _'I really hope that wasn't a one time thing, that wouldn't be very good-'_

**Thwip!**

Shinji heard it, and turning to meet the noise he saw the fluid had again flown, this time from his left hand attached to a pillar. The fluid-

"No… webbing." He thought. The **webbing** had detached from his hand this time, when it didn't during the tray incident. _'Maybe back then, I was suffering the headaches and wasn't thinking straight. Now that my head is clear and thought about it, it detached itself from my hand.'_ He memorized the form of his hand (the index, little and thumb fingers extended with the middle and ring fingers held down. _'The rock and roll pose,'_ Shinji thought somewhat amused). Trying it again with his other hand, he positioned upwards and thwip, another web line launched onto the support beam on the roof. He clutched the web with his hand, pulling on it to test the strength. His belief in the web established, he decided to try something.

Clutching the web line with both his hands, he climbed it. Slowly of course, he raised a hand up, and another hand up and sure enough, the web was strong enough to support his body! Shinji was grinning from ear to ear like a child as he marveled at the fact he was getting the hang of his powers.

"This is amazing! I can't believe I can do thi-WHOAH!" Shinji yelled out as he realized he made a mistake. See, while he tested the web line to make sure it was strong enough to hold him, he didn't check to see if the wooden support beam the web was attached to was strong enough to hold him.

As such, the support beam broke and now Shinji pays the price. He fell to the ground on his back, the web falling with him. And WHAM! The support beam wasn't too far behind, hitting him as well.

"Owww…" Shinji groaned in pain. Thank God he had super strength or else he would have broken his back in day one.

* * *

The next morning was a pain for Shinji.

Not just pain from last night's little endeavor (thought it did hurt a lot), but also the fact that in order to get to school he has to get past his teacher. The one he blew off last night in anger. The one he waited until he was sure he was in bed before coming back inside.

_'__Maybe if I'm lucky I could just get to the door and walk away before anything happens.'_ Shinji tried to think optimistically, a rare thing for someone with low self esteem like himself. The poor boy walked down the stairs sneakily, making sure not to make a sound. Step by step, he just had to make it past the kitchen-

"Ikari."

Yup, his luck definitely ran out last night.

Shinji cringed as he faced the older man sitting on the table. The lack of a newspaper and the way his arms were folded suggested a long conversation was about to ensue.

"Sit down. We need to talk."

And he was right. Shinji followed his teacher's instructions and sat down, placing his hands in front of him.

Facing each other, the two sat there in silence. Neither of them moved or made a sound, as it seemed both were thinking about what to say.

Shinji decided to try first. "I'm sor-"

"You're a lot like him you know. Like your father."

Shinji looked at his teacher surprised. The older man continued, "The two of us went to college together way back when. The two of you are ones to keep things close to your chest, never letting people see what's inside your heart. Then again… I'm not really that much better am I?" He took out his glasses and rubbed his eyes. Shinji stayed quiet to let him continue.

"The truth was… I hated your father. Ever since I met him. He was a smug and petty man who got into fights in bars for no reason and always got me and my friends into trouble along the way. We even called him the Bastard King as a joke once or twice. You though?" The older man stared at Shinji intently, "I never hated you. When the bastard left you all alone on that train station, I was angry he would just leave you like that, especially after your mother died. I took it upon myself to make sure you were taken care of. Taught you how to cook, how to play the cello, got you into school and got the tapes for your Walkman because I wanted you to grow up alright."

He turned his head down, "But when you yelled at me yesterday… I realized that wasn't enough. You thought I didn't care about you… and that was my failing."

Slowly, carefully, he extended his left arm across the table, his hand meeting Shinji's right hand. Shinji was surprised, but… he didn't remove his hand or turn away. That was a sign for the older man to continue. "Shinji… I'm sorry. For making you think I didn't care. You don't deserve that. You never did. You are my responsibility. I promise you, from now on I promise I'll try to be a better guardian for your sake. If you want me to."

Shinji swallowed a lump in his throat. What could he possibly say? This was something completely out of left field!

"Th- this is all so sudden! I don't know what to say." Shinji let out in a yelp.

"You don't have to say anything." The older man had a small, bittersweet smile. "Don't worry about it, just take your time with your answer. I didn't expect you accept this right away. But I hope I can make things right. That we can be better."

Shinji had a small frown, "Yeah…"

The conversation wasn't over though. "There was something else I need to mention. I believe you when you said it was an accident when you broke the Kotei boy's hand. You're not the type to pick fights out of nowhere, you were probably forced into that fight. I wonder how you got strong though to break his hand though. You never exercised once in the entire time you lived here."

"Uhhh…" Shinji didn't expect to be questioned on that, "I'll explain it when I get home today?"

The older man made a slight smirk, "Sure. Just be careful with your strength. The Kotei boy was out of line, but you could hurt someone with that kind of power. Be responsible okay?" He got up from the table. "Now shoo. I need to handle some paperwork. Go to school."

"R-right." Shinji didn't have to think twice. He got up and went out as quickly as he could.

* * *

"Yeah, haha!"

It was sunset at the warehouse. Shinji jumped from a column onto the wall, only to shoot a web up to the ceiling and swing across the room. Shooting another web string up for another swing, Shinji was elated!

School was about the same as usual. Kotei didn't mention his hand getting broken to the class, claiming he got hurt in an accident, so Shinji didn't have to worry about having everyone turning against him even more. Prof. Inumaru looked at him suspiciously, but hadn't said a word. Shinji wanted to get away as soon as possible.

Which is why after school he went back to the warehouse to train his powers. As the afternoon passed by, he found himself getting better and better. Now he got enough mastery over the powers that he could do tricks.

Shinji swung into a pack of crates, where he attached himself to them with his hands, hanging himself upside down, then jumping up to the ceiling.

Swinging around the webs was fun, but Shinji wondered what if he could swing across the buildings in the city! Or if he could travel from jumping from rooftop to rooftop like a parkour expert would! With his spider sense (he decided to call it that, considering he didn't know what else he could call it), he could sense any danger so he would be able to get himself out of any problems he faced in town. Now that he didn't have to worry about Kotei, Inumaru, his teacher, anyone else, Shinji was truly excited about what his new powers bring!

He ran across the ceiling and zipped up to the wall.

What his teacher said though…

Shinji jumped back to the ground. He wanted to believe it. He so badly wanted to believe it was true. But what if it was some kind of trick? Why now? The poor boy hadn't known affection, so to hear his teacher make his confession earlier shook him.

Thinking back though… though he didn't visit him in the hospital, he still brought Shinji his S-DAT Player. The older man taught Shinji life skills he would need for the future like cooking and even taught him to play the cello when the boy expressed an interest in it when he was four. He wasn't good at showing it but… maybe he did care?

"This is all so confusing…" Shinji said to an empty room filled with boxes.

But he was being honest. The older man opened up to him and said wanted to make things right. Shinji wasn't sure if it was going to happen, but-

"I'll tell him… I'll tell him about the spider, that I have these powers. I'll tell him everything." Shinji decided firmly.

If his teacher was able to let his defenses down, then Shinji must do the same.

He jumped out of the warehouse and started his walk back.

* * *

Turning around the corner, Shinji eyes widened at the sight in front of him.

The house was surrounded by a police car and an ambulance, sirens blaring loudly.

The initial shock wearing off, Shinji panicked and ran straight through the officers to enter the house though some officers stopped him from entering.

"What's happening? What's going on?" Shinji yelled out as he tried to break away from the cops' grabbing hold on him.

Another officer came over. "You must be Takuji Yamashiro's ward, Shinji Ikari. I'm sorry to tell you but…"

"Let me go! Where's-" Shinji stopped when he saw another thing that made his heart stopped.

A group of officers were carrying a bag. A body bag.

Shinji looked over the cop who came over. "I'm sorry, but your guardian…"

"No… nonono **NO!**" Shinji escaped the grips of the officers as he ran to the body bag being carried away towards the ambulance car.

"Please no! YAMASHIRO! Please…" He felt his eyes getting watery as he tried to grab onto the bag, only to be pulled away by other officers. "Why… why did this happen?"

One officer held a shoulder over the poor boy. "A burglar broke into the place an hour ago. A witness heard a gunshot sound and called us in, but he managed to get away before we could arrive. From what we heard from other officers he was last seen around Mayonaka Park. We're gonna catch him-"

At that, Shinji ran away from the officers, onto the streets on his own. The officer saw for a split second trails of tears falling on the boy's face, along with fiery eyes twisted onto an angry face. He let out a heavy sigh.

"Poor kid… he needs some time to himself."

* * *

Nighttime reigned in Mayonaka Park.

One of the various changes introduced to the newly christened Kokoro was the creation of a large park around the small neighborhood. It was a rather popular area for dates and tourists, intentionally done to bring some nature into the city. A forest was grown in this area, which was what the burglar was counting on when he ran inside the park to escape the police. Nighttime, fairly large trees and being very good at running are key factors in his plan. When the time is right, he'll get away with the money he stole.

This would be his lucky night!

So why was his whole body shaking? He took a brief glance at his gun. He managed to swipe it off a police officer he passed by. He thought it would make things easier for himself, but shooting that guy in his house… that wasn't part of the plan. That wasn't supposed to happen! He just wanted the money! Why didn't he just give it to him?

_'__He just talked to me, asking about why I was robbing… keeping me distracted while reaching for the phone!'_ That's what the burglar tells himself, but he was having doubts about that. He couldn't be sure. If it was a trick of the mind or something, then he wound up killing a man for nothing. He couldn't be sure and that was driving him mad.

"Calm down, you gotta get outta here!" Slowly losing his mind. he started breathing heavily as he was suffering a nervous breakdown right in the middle of the Park's forest.

A twig snapped.

"WHO'S THERE!" The burglar waved his gun around, eyes bulging in a state of panic. Looking around he couldn't see anyone. "COME OUT ALREADY!"

After several more minutes of searching, he backed up to a tree as he saw it.

A shadow a few feet from him.

"DON'T COME ANY CLOSER, I GOT A GUN YOU HEAR ME!" He screamed out in fear.

The figure came two steps closer.

"GO AWAY!" He fired the gun straight at the shadow… but it didn't hit.

In the split second that the shadow dodged the bullet, it threw something from his hand above the burglar. Then a tree branch hit the burglar's arm, knocking away the gun from his hand!

Another few seconds and the shadow was right in front of the burglar and hit his stomach. Another punch was launched into his right cheek, and another to the left! The shadow was launching a series of punches at the burglar which he can't escape from!

"You bastard, I'm gonna GET YOU!" In a small break, the burglar managed to throw a punch… but the shadow grabbed it. He grabbed hold of the fist-

"GYAAAAAAARRRRGGHHHH!" and **squeezed** it for all it's worth, with the intent to make the burglar suffer.

The shadow grabbed hold of the burglar with the other hand and tossed him across the forest, knocking him into a nearby lamppost!

"Why you doing this?" The burglar said in rapid, ragged breaths. "What'd I ever do to you?!"

"You know what you did, murderer." The voice of the shadow was a cold, angry tone.

The burglar's eyes widened in surprise, "I swear, I didn't mean to kill him-"

"HE'S DEAD BECAUSE OF YOU!" The burglar tried to get up, but the shadow was too quick and just whaled on him. Each punch was damaging; a broken nose, loose teeth, chest hurting like mad. The shadow had no mercy for this man. He has gone berserk. "You KILLED HIM! YOU KILLED HIM!"

"I didn't even know his name…" The burglar let out in a hoarse voice, reeling from his injuries. "I just wanted his money… why didn't he call the cops?"

His shirt was grabbed by both of the shadow's hands. "You're going to pay for what you did!" He held him up and pushed him straight into the lamppost.

The light from the lamppost helped the burglar get a good luck at his attacker.

A kid. A small, brown haired, blue eyed kid. Who was crying and angry. The burglar got a strange sensation he had seen him before…

But the kid's face went from righteous anger into one of pure shock. The burglar could have sworn he heard him say You… The shock caused his hands to let go of the burglar, who tried to scurry away from the young boy.

"Get away from me, you little psycho!" He folded his arms around his head, crying from the pain.

A short silence passed between the two as the burglar sniffled, hugging and weeping to himself.

The burglar felt himself getting covered in something.

"You won't say anything." The burglar heard footsteps growing distant with each second.

By the time the police arrived, the burglar allowed himself get arrested.

* * *

It was him.

The burglar. He was the same thief from yesterday. The one let escape with a woman's purse.

_'__It's all my fault.'_ Shinji thought as he rubbed his eyes with his shoulder. No matter how much he tried, the tears wouldn't stop. _'If I had stopped him-'_

If he had stopped the thief, then Takuji Yamashiro would still be alive.

He would have told Yamashiro about his powers. They would have talked more, opened up more to one another and maybe at last have a true relationship.

_'_ _You could hurt someone with that kind of power. Be responsible okay?'_

But he's gone now. And it was his fault, and he nearly beat a man to death in his anger.

The adrenaline gone, Shinji was ashamed of what he had did. What he had nearly done. He had powers and using them like that, wailing on a man… it made him sick. That and not using his powers to stop the thief when he could made him feel more shame. Shaking his head, he wanted to stop thinking. Shinji reached into his pocket. He pulled out his S-DAT player and earphones to listen to music once more. He started the walk back to his house, no doubt the police would want him to answer questions-

"HELP!"

Just as he was about to place the earphones on, he heard that word cried out in the darkness. He took a glance throughout the street and sure enough, in an alley he saw the same woman from yesterday getting accosted from some thugs.

Shinji couldn't take his eyes off of the scene. He tried walking off, to just put on the headphones and listen to his favored music.

A thug put his hand around her mouth and pushed her towards the wall while the other one dumped the contents of her purse onto the ground.

_You are the only one. _

_sou yo _

_anata dake_

But he couldn't do that. He just couldn't.

_Afureteru namida sukuu no wa_

His body moving without thinking, he dropped the earphones and ran straight towards the alley.

_You must fly away _

_itsumo _

_omotteru_

_Kiseki okosu chikara wo shinjite_

**Notes for the Chapter:**

> Cross posted from fanfiction.net.
> 
> Edit: I changed the lyrics back to their original japanese version. The song is You are the only one by Kotono Mitsuishi, from the Lilia from Ys soundtrack. A rough translation is here:
> 
> 1\. To a place to guide you  
A flock of birds flapping  
What is on the dry earth  
A lot of cracked hearts
> 
> I can hear the voice that calls you  
Strong enough to beat the buzz
> 
> You are the only one
> 
> 2\. To a town full of sorrow  
The wind of sand is blowing  
Even a small piece of hope  
I'll change it
> 
> 3\. You are the only one  
The overflowing tears  
You must fly away  
Believe in the power of miracles


	2. System Shock

**Summary for the Chapter:**

> After operating for a month, Spider-Shinji enters his first battle against the Shocker!

** _System Shock_ **

**BOOM! BOOM! BOOM!**

Three walls, one of wood, one of bricks and one of concrete, were utterly demolished by three consecutive powerful blasts!

A man with metallic gloves took off his protective mask and turned to face an audience of men in business suits watching from afar.

"This, esteemed members of the board, is the result of several months of hard work and technological processing! High powered SHOCKER gauntlets" Shun Oshiro explained to his audience. "These gloves project small yet powerful shockwave blasts that, as you saw, can destroy objects with ease! These will be perfect for demolition purposes as well as clearing pathways for vehicles to pass by!"

He closed his eyes and smirked, "With support from the Yashida Company, my hope is these will become the go-to tools for engineers in the world of construction and engineering."

The board members remained silent with blank looks. The one in the middle of the board table stood up.

"Yes, that is a very impressive display. Surely a fine piece of work… but we cannot accept this."

Clearly a response Shun wasn't expecting, considering his eyes bulged out and his smirk turned to a frown.

"May I ask why, sir?"

"It is because it is impractical." The man in the middle responded dispassionately at the outburst. "We spent a lot of money on it to just produce one pair of those gloves, it would take away jobs from construction workers and we already have much cheaper resources that accomplish the job without this expensive technology."

"So it is rejected then." Shun stated flatly.

"A fine idea-." interrupted the man in the middle. "But ultimately more flawed than it is worth. The project is indeed rejected."

Shun clenched his fist as he looked down at the floor. Oshiro had worked hard on this invention for months, countless hours devoted to getting the details right. But now that work was wasted, washed away in the sea of rejection by corporate business.

"However…" Shun looked up at the voice. "There could still be some use for it."

"Really?" From his earlier gloom, it gave away to joy. Shun was careful to keep a calm composure, though the knowledge work will not be for nothing made it hard to remain so. "What do you mean?"

"You will receive a call tomorrow." The man in the middle turned around, facing the window. "For now, you are dismissed."

Kenichiro Yashida might have an idea for the the gloves' use.

* * *

Miss Amari was more than a little annoyed at the moment.

The student in front of her was asleep on his desk right in the middle of her math lecture. Some students were snickering behind him, while others are busily focused on writing notes like the good students they are.

The boy's sleeping face was almost enough to stop her from interrupting.

Almost.

"Wake up Ikari!"

But not quite.

Shinji woke up startled. His hands grabbed on to the desk and-

RRRIIIIIP

A perfectly good desk was ruined.

"This is the third time, Ikari! Nevermind your sleep, you've broken three desks over the course of the month! I don't know what you do over the nights, but get your act together or else." Miss Amari reprimanded.

For his part, Shinji had the decency to look sheepish. "I'm sorry. I… got caught up in some things."

"Well you need to work on how you manage your time. Keep this up and you'll get into trouble." Miss Amari goes back to her seat.

As she did, Shinji looked at the board. He got his pencil and wrote down notes as he thought about the night a month ago.

_Shinji stood there, looking over the two thugs._

_He was shaking, some bruises evident on his face and he drew some blood from his mouth, but the thugs on the ground were in slightly worse shape than he was._

_"_ _MY NOSE!" At least Shinji didn't have a broken nose. Even he cringed as the thug slowly got up clutching his nose as the other one laid against the wall._

_"_ _L-leave her alone!" Shinji tried to sound authoritative, but it came out more like a hoarse and nervous tone instead._

_The thugs, after getting up, quickly walked away. One thug, though, threw in his own two cents._

_"_ _We know what you look like! Next time we see you, we'll kick your ass hard!"_

_Shinji's eyes widened. Crap, he hadn't thought of that! 'What do I do?' He thought in a panic as he clutched his gut, which was in pain from the fight._

_He felt a soft hand on his shoulder._

_"_ _Are you alright?" The woman- the one Shinji tried to save- grabbed a hold of both his shoulders. "I'll call the hospital-"_

_"_ _No no, I'll be fine." Shinji groaned, looking over her. "At least you're… alright…"_

_The woman let out a small smile. "That's right… You saved me. Thank you so much!"_

Shinji smiled at the memory. He helped someone that time, and was appreciated.

However, he didn't forget what the thug said. If he went out and just attacked people, he could get attacked by random people in return.

Shinji looked over the bag, spotting a white shirt, cheap jeans, and a black mask with eye and nose holes.

The next day, he went to a store and bought these clothes so that if he had to do stuff like that again, he wouldn't have to worry about some criminal recognizing and trying to kill him. That would a damper on a lot of things, mainly having a quiet living. He had to wear these for some of his… nightly activities. The curfew around 10:00 PM gave him the unique opportunity to sneak around in the darkness to use his powers around the block. He kept to the shadows to avoid police or random citizens spotting him clearly

The last thing Shinji wanted was to be in the spotlight.

He briefly turned his head backwards to see Kotei snickering with his pals while pointing at him.

Well, more so than necessary.

"Oh, I forgot to mention class, that we will be having a new student attending our course. She got top marks in the math courses, so you best be taking cues from her." Miss Amari said. "Treat her with kindness while she's here."

It was then the door to the class slid open.

In came a young girl. A very pale girl, with glasses and black hair that reached slightly past her shoulders. She didn't have the traditional uniform, rather a white shirt with a yellow sleeveless cardigan and a green skirt. She also had a mole underneath her mouth.

She looked over the class nervously with her red eyes.

"Um… uh, hello! My name is Yamagishi Mayumi. I look forward to being with you!" She said while bowing.

She quietly sat down… right next to Shinji, who had be staring at her since her entrance into the class.

Mayumi looked around, awkwardly watching students to the front and back of her. When she turned to Shinji, she noticed his stare. This caused her to blush slightly. Then she noticed something.

"Your desk… what happened to it?"

"Huh?" Shinji stopped staring at Mayumi, looking down at the desk. "Umm… I broke it."

"… oh." She simply said, turning away from him to pay attention to Miss Amari.

Shinji sighed… then he realized something.

He had been staring at a girl.

_'__And she NOTICED, I was staring too long!'_ Shinji thought to himself while also trying to pay attention to the lesson. _'This is so embarrassing, why did I keep staring? She probably thinks I'm creepy now!'_

* * *

Shinji's mood got better by the time lunch approached.

He was able to eat his food with a measure of peace. Ever since the fight on the rooftop, Kotei hadn't come to him once. It was kind of refreshing to be honest. He was no longer being harassed by Kotei or other people. Especially when he can just detect danger with his spider-sense, so he can just side step any trouble.

He finished the last of his rice when he spotted Mayumi. She was making her way around the cafeteria tables awkwardly, seemingly unsure of where she could sit down.

_'__Probably because she just got here.'_ Shinji thought.

Luckily for her, someone stood up and was coming over to help Mayumi.

Unluckily for her, it was Tsuyoshi Kotei, class representative and beater of students. He tapped a finger over her shoulder, causing her to turn around to meet him.

"Say, you're Yamagishi right?" Kotei opened with that.

"Um, y-yeah." Mayumi looked away from Kotei. The latter moved his hand to reach Mayumi's own.

"Well since you're new here how about I show you around?" Kotei said with a polite smile. while simultaneously gripping her hand.

"I think I'll…be… fine…" Mayumi trailed off. For her part she felt uncomfortable. She didn't like being gripped like that, Kotei just kept giving her bad vibes. She tried moving away, but was stopped.

"Don't be shy, I'm just here to help! As class representative, it's my duty to help any students after all." Either Kotei hadn't notice she was uncomfortable or didn't care. He just continued smiling.

Normally Shinji would have just ignored such an event… but he didn't need spider-sense to figure out this wasn't going to go well.

That and Mayumi looked seriously scared… that got to him.

"So what do you say?" Kotei asked again, firmer.

"Well-" Mayumi was about to give in-

"Oh, uhh, hello there." Shinji softly spoke. Mayumi and Kotei turning to him surprised,. "You're Yamagishi right? Uhh, Miss Amari said you got top marks in math right?"

Mayumi nodded, "Y-yeah, I do."

"In that case, errrm," Shinji continued, "I was thinking of asking if you could help me with some math homework? Some of it can be, uh, really confusing. Sorry!"

Kotei looked incredibly annoyed, "I bet you could use some help, Ikari, but Yamagishi might need a tour around the school-"

"I wouldn't mind!" She blurted out suddenly. That little outburst surprised Kotei enough to let go of her hand as she walked over to Shinji. Blushing a little, she looked at him with thankful eyes.

"Well if you insist…" Kotei grumbled as he walked away, probably to join Shiraishi and his other guys at his own table.

This left Shinji and Mayumi alone together. He waved a hand at her so she could join him at the table. For some reason, she did.

"So, what did you need help with?" Mayumi asked.

It was then that Shinji realized that he was talking to Mayumi. Talking to a _girl_.

At that realization, Shinji quickly shook his head while wringing his hands, "NO! uhh, um, actually I- I didn't need help." He blushed as he tried to explain quickly, "I thought- well I mean- I saw Kotei was bothering you so- maybe… help?"

"… oh." Mayumi nervously looked down. "Well… thanks?," she scratched her nose, "Sorry, I'm not used to people."

Shinji smiled slightly. "M- me neither."

The two just sat down in silence the rest of the time.

* * *

Shinji took a turn down the corner to get to his house. Aside from breaking a desk again and that thing with Mayumi, today was relatively uneventful. That was how he liked it honestly. He didn't like attention to much. He took his key out and entered the front door.

"I'm home," he said, letting his back pack down next to the door as he walked to the kitchen.

Nobody was here.

Shinji frowned, then shook his head. _'He's not here.'_ He thought with sadness. _'Why? Why do I keep thinking-?'_

He rubbed the table with his hand.

He and Yamashiro barely spoke, but with him gone, the house had become emptier. A presence was gone.

Because he was a coward.

He was cowardly, sneaky and **weak**.

Shinji forced himself away from the kitchen before those thoughts overtook him. He went into his room, having slammed the door shut to lie on the bed. He couldn't think about it- he didn't _want _to think about it. Thinking about it-

He felt something watery in his eyes.

He needed to go. He needed- he needed to do something. To stop _thinking_.

Shinji took the suit out of his bag.

After putting it on, he opened the window and jumped out of it.

It was getting dark soon, so he'd have work to do.

* * *

If there was one thing Shinji enjoyed about his new hobby, it was the freedom.

The freedom he felt as he jumped across rooftops. The freedom he felt as he used his webbing to zip across buildings. The freedom and catharsis he felt of just using his powers- of being _himself-_ without worrying, without limits, when every other time of the day he had to keep it under control.

"This is amazing!" Shinji said to no one but himself.

He couldn't help it, this feeling was sensational! He even had a small little grin as he jumped this time. He took a look around his surroundings, below to the streets.

So far, it seemed like there was no one in trouble tonight. No muggers, ATM robbers, not even the odd carjacker. That one time he tripped up a carjacker was kinda weird. This worked fine for the boy, since it meant more time appreciating his nocturnal freedom.

Shinji was about to call it quits tonight-

**CLANG!**

Turns out he couldn't check out just yet.

Shinji's spider sense kicked in, so without hesitation he jumped right into the building. He noticed it was a bank. _'A robbery?'_ Shinji crawled up to the ceiling, to avoid being detected immediately by the robbers.

_'__Let me see.'_ Shinji thought, as he sneakily watched the thugs who broke in. Four masked men, three wearing brown jackets and black masks. The other one had a yellow mask, a thicker yellow jacket with a brown vest with pouches and cargo pants.

Odd get up, but otherwise just a normal heist.

**THWIP!**

Shinji webbed one thug's leg and dragged him to the ground.

"What the hell-?" **THWIP!** Another thug's face was webbed up.

The third thug got his gun and began shooting, but Shinji jumped up next to a table, propelling himself towards him and kicking his face in.

The second thug ripped off the webbing from his face, but not before Shinji punched him in the guts, then his face knocking him down to the floor.

The first thug grabbed a gun and shot at Shinji. His spider sense warned him in time, so the bullet only grazed his shoulder.

"GAH!" It unfortunately hit the man with the yellow jacket in the stomach. While nonfatal, his eyes bulged and he panicked. "SHOOT HIM, NOT ME YOU IDIOTS!"

Shinji webbed the first thug's gun, pulling it away before kicking him in the shins. No reason to get shot again if he could avoid it.

At that point the yellow jacket man was in an understandable state of fear over getting shot, yelling out, "NO! You won't get ME!"

Just as Shinji was lunging at him, the guy raised his fists to meet him-

**BOOM!**

Suddenly Shinji found himself crashing into a pillar, causing a large dent on it in the process. He clutched his head in pain, his vision getting blurry.

"Let's get out of here!" he heard, and for a few brief seconds he saw some shapes appearing and disappearing from his line of sight.

_'__Didn't… see that coming.'_ he thought as he got up from the pillar, hearing the alarm blaring while wiping off dust from his shirt. _'Just what was that?' _

He took a moment to rub his eyes, restoring his line of vision before he took a walk outside.

_'__Whoever he was, he managed to mess up the place bad.'_ Shinji looked around shocked by the damage done by the yellow jacketed man. The large window in the front of the bank was broken by a table crashing outside, plant vases were smashed and papers were spread throughout the floor, some flying outside. He glanced at the bank, somewhat amazed by the results.

Before he had time to think about it further, he heard sirens.

A police car stopped right in front of Shinji. Two officers came out of the car, pointing their guns at him..

"Stand down! You are under arrest!" yelled out the first officer, "Put your hands up!"

It probably wasn't a smart move all things considered, but Shinji obeyed the officer's instructions and placed his hands up.

"i- I didn't do it!" Shinji said, hoping (perhaps unrealistically) that they'd believe him.

If only he was so lucky.

"Likely story, now get down on the ground!" Said the other officer, walking over with a pair of cuffs.

_'__Crap, what do I do?'_ Shinji considered his next move. He didn't rob the bank, didn't want to get arrested, there two cops going to arrest him, they don't believe him, and have cuffs and guns ready for him.

Clearly there was only one option.

**THWIP!**

"Hey wait!" The officers fired at Shinji, but he zipped away fast enough to avoid a bullet in the chest.

"AARGH!"

Unfortunately, not fast enough to avoid a bullet in the hip.

Clutching his hip, he pushed himself into the air pulling on his webline, launching another one to quickly swing away from the scene.

It was really hard swinging on the webs when he has a hole in his hip that he needs treatment for, but Shinji couldn't go to a hospital. Doctors might ask questions, and the police might find out who he is if they went there. He needs to go-

Shinji groggily got through the window of his house, falling straight to the floor. He took off his mask, revealing bulging, scared blue eyes. His heartbeat raced as he took deep breaths to try calming himself down.

When he removed his hand from the wound, the bullet that caused it fell off. He took a look at his hand.

it was covered in red. _Blood_.

_'__Yamashiro…_' Shinji crawled through the floor, his vision getting blurrier… before falling asleep.

* * *

In an old traditional dojo, two men were fighting with wooden practice swords.

A simple practice fight, to hone skills and challenge opponents to better oneself.

"HAH!" the first man swung to the left to attack, but the strike was cancelled in a downward block.

In a quick, violent motion, his opponent struck him in his lower right bicep, the left arm and the face. The first man struggled to stay up, making a desperate right swing. The opponent met his swing with one of his own, disarming the bokken into the air and hitting the shoulder, knocking him down.

A simple practice fight, to beat your opponent into submission and prove your dominance.

Kenichiro Yashida grabbed a towel, wiping away sweat from his daily workout. His servants placed his beaten partner on a stretcher and carried him away. He had to keep his skill up. As the head of the Kuzuryu Crime Syndicate he needed to maintain not only a presence of authority but also strength of mind and body. No weakness.

Another servant came by, carrying a phone. "Sir, we just received a report on the planned robbery. It was ruined. Out of the five men sent, only Oshiro came back, with nothing. He's on the phone."

If Yashida was angry, he made no show of it. "Thank you for the report. I'll deal with Oshiro myself. Go."

The servant left while Yashida brought the phone to his ear.

"Mr. Yashida! Oh my God, you won't believe what hap-"

"You didn't get the money."

Yashida felt the wince from the other line as he walked outside of the dojo into his office, where a flower pot and water were sitting on his table.

"I'm so sorry! I followed what you said okay? Me and your guys- we broke into the bank and I was about to use the SHOCKER gloves to break the vault. But someone, some guy in a mask, he shot some weird stuff an- and, he just came in and took everyone down!"

Yashida could tell Shun was on the verge of a nervous breakdown. "Take a breath, Oshiro. Calm yourself. What happened?"

"One of your men- he- he shot at the masked man, but hit me instead! I panicked and shocked the masked guy with the gloves and ran away as fast as I could! I'm so sorry Mr. Yashida, I tried!"

"You were disrupted." Yashida calmly responded. "Unfortunate, but not a big set back."

He turned and grabbed the water vase. "There will be another robbery tomorrow. You will get a second chance there."

Shun yelled out in graciousness, "Thank you so much, Mr. Yashida! I swear to you, my project won't be useless- I won't be useless! I will remain useful to you!"

Yashida hung up on Oshiro. He poured water from the vase onto his flower.

"I certainly hope you will remain so." he murmured to himself.

* * *

Mayumi Yamagishi liked the library.

People can be overwhelming, especially in a big city like Kokoro. That's why she preferred being in a place like this. It was quiet and relaxing, a piece of personal heaven.

No one she has to talk to.

Walking through the aisle, she was wondering if the school library had the book she was looking for. She scrolls down with her finger and- yes, _Gliding Through a Dream_! Mayumi always found that book interesting, so she grabbed it off the shelf and placed it along with four other books she was carrying. She was planning on reading one or two and take the others back home to finish.

She turned and proceeded walk out of the aisle-

CRASH!

"Whoah!"

"Sorry!"

Mayumi readjusted her glasses, which allowed her to see she bumped into was that weird boy from yesterday. Ikari was it?

"I-I'm sorry!" the boy quickly said, "I wasn't looking where I was going!"

Mayumi waved it off, "No, I'm sorry, I should have-"

"Shhhhh!"

The librarian was not having any talking in her library.

The two blushed after being shushed into silence. Looking at each other, much like in the lunchroom, the two of them entered an awkward silence.

"Let… let's just sit down okay?" Mayumi asked in a whispery tone.

He nodded. After arranging her books, the two strolled over to a table. Mayumi noticed while they were walking that Ikari seemed to be wobbling, his hand clutching his hip. She didn't ask about it. _'Probably sprained it somehow.'_

They sat down together on the table, each opening their books to read. Mayumi too notice that Ikari had a Math textbook.

"Homework?" She decided finally to ask.

"Well, errr, I fell asleep in Miss Amari's classroom, so I missed out on some things. I need to catch up," Ikari responded, showing a section he was reading.

He took his own glance at Mayumi's book. "So… you like reading?"

Mayumi actually seemed to beam a little at that, "Y-yeah. I do. The book I'm reading… it's called _Gliding Through a Dream. _It's a memoir written by a famous inventor named Jean Rocque Raltique. Did you know he invented a fully functional airplane a few years before the Wright Brothers did?"

Ikari looked surprised, "Wait really?"

"Yeah! He invented many things way before others did, in fact it was his blueprints and ideas that formed the basis for a lot of technology refined over the years. To think, he managed to make all of this back in 1890's! His inventions often malfunctioned when he first made them. He thought of giving up once or twice when they didn't turn out his way."

At that Ikari gained a more downcast expression. His shoulders drooped a bit, and he seemed more hesitant.

"If his inventions didn't always work… then why did he keep going? Why didn't he give up?"

Mayumi noticed the change in mood. Having an odd feeling, she continued, "Well in his book, he said that failure was just part of the process of learning. With each failure he worked on figuring out the bugs and got better and better, especially once he had other people to share ideas and work with. That's his reasoning anyway."

Something changed in Ikari when he heard that. For a second, his eyes gained a sense of determination Mayumi had not seen before, and his hands were brought together. Whatever she said, it must have helped.

"He seems like a great person. You really like this stuff?"

Mayumi nodded, "I do! I like reading books… I actually kind of prefer reading them. People can be kind of scary," She looked down, "Sorry, it sounds weird doesn't it?"

"Oh no, I know what you mean. I kind of prefer to listen to music on my S-DAT player instead of interacting with people." Shinji responded smiling.

"I guess we have that in common." Mayumi smiled back.

Like in the lunchroom the two went into silence. This time, however, it didn't feel so awkward.

* * *

An armored truck was driving down the lane.

Security decided not to take any chances. After the near break in, the bank made the decision to just transport the money to a more secure vault in another part of town. They did not inform the police or hire guards to save on costs. The bank did not think it was going to be a problem.

**BOOM!**

They were wrong.

The Kuzuryu figured out the trajectory of the vehicle, and thus a plan was sprung. The street was picked perfectly. Thanks to the curfew, no one would be outside to witness the crime while any police wouldn't be close enough to prevent this robbery. All it took was a well placed shock blast to turn the vehicle over to it's side and all of it's contents were there for the taking.

Oshiro was truly blessed to have this night.

"Alright, you know the orders, let's get the money and get outta here." said the head goon as he and the four thugs along with Oshiro headed over to the truck. The driver was knocked out by the shock blast, so no one was going to call for help. The thug opened up the back of the truck with a crowbar, allowing the group to take out their bags and stockpile them with stolen cash.

_'With this, I can make up for my failure. I will remain useful!'_ Shun thought excitedly as he filled his own bag. _'As long as I can be of use, nothing will stand in my way!'_

**THWIP!**

Something does.

A thug only had seconds to notice a web stuck to his chest before a shadow kicked him to the ground!

After crashing into the thug, Shinji jumped from him and landed on the truck.

"It's that guy! Get him!" Shun shouted angrily, aiming his gloves for a shock blast.

However, Shinji jumped out of the way his blast. He shot webs at two other thugs, attaching them to their guns so he could pull them away, knocking the thugs off balance.

When he landed on the floor, one thug was about to hit Shinji with the crowbar, but the boy's spider sense alerted him to the danger, allowing Shinji to dodge his swings and when the time is right- **POW!** A single punch sent him slightly flying, knocking that guy out.

The two thugs who's guns he took away brought out knives to take him out, but again Shinji jumped upwards as the goons missed, kicking the two in their faces which pushed him behind a car.

Which was good, since the head thug took out his gun and started shooting at the car. Shinji crouched to avoid the shots, moving quickly to the side. Looking to make sure if he could, Shinji sprang a web at his leg, pulling him towards him.

Now on the floor, the thug took a few seconds to point at Shinji, but those few seconds were enough for Shinji to lunge at him and punch his lights out.

While this happened, Shun fired up his gauntlets again.

"YOU'RE GONNA DIE!" Oshiro shouted angrily, performing another shock blast!

Shinji moved out of the way, which caused the car to soar and crash towards a window.

This caused a large alarm to sound off, since it was a store the car crashed in.

_'__No nonononono NO!' Oshiro_ couldn't fail here! He repeatedly shot at Shinji, but he kept moving and dodging which caused more damage around the neighborhood. He attracted attention, some civilians coming out to investigate against their better judgement.

"I can't lose! I won't be USELESS!" Oshiro was about to fire up another shot-

**THWIP!**

But he got some sticky stuff on his gloves.

"AAAAAAUUUGGGGHHHHH!"

A massive shock surrounded his entire body, his screams died out as he layed on the ground. Shinji placed fingers on his neck to check for a pulse. He found it, which meant Shun was merely knocked down to the gloves malfunctioning.

With that, Shinji webbed him to the ground.

Before he could leave though, he noticed there were people around him.

The shock blasts apparently woke up the neighborhood, so people were outside to see what happened.

"Ummm… someone call the police?" a nervous Shinji let out. Nobody moved, just staring. "… okay then."

Panicking, the boy launched a web line and and swung away.

He never could deal with attention.

* * *

"Breaking news! Last night an armed robbery of an armored car was stopped by a mysterious stranger in a mask!"

The news went out earlier this morning, with students going over and watching the TV in the lunchroom to see it. One of the civilians had managed to capture footage of the fight on a camera, which was being displayed on the news. At that moment it was showing the masked man dodging the shock blasts.

Shinji for his part was eating his food quietly trying not attract any attention to himself.

"Huh, how strange."

Today he wasn't alone in the table, having been joined by Mayumi Yamagishi. She too was paying attention to the TV.

"What do you mean?" Shinji asked.

"That masked guy. the way he moves…." She answered, "What was that stuff he was throwing at the criminals? It's kind of creepy"

"… oh." At that, Shinji chuckled nervously, "Yeah I guess so."

"You two are being foolish." Kotei looked on excitedly, "Creepy? Far from it, it's amazing! To think, we have a real superhero running around! The way he took down those guys was spectacular and sensational!"

He grinned, "Imagine if I had power like that. I would be so cool!"

Shinji shuddered at that.

"When you put it that way, I guess it is kind of exciting." Mayumi took a spoon of rice and eats it. "Never thought a real life superhero would show up for sure. Kind of like Ultraman."

"Super… hero…?" Shinji trailed off. He turned to face the TV to see someone being interviewed.

"I don't know who that person was, but he stopped those maniacs from causing more damage to our homes, so if he's watching, I want say thanks for saving us."

At that Shinji let out a small smile. He looked at his hand, then closed it into a fist tightly.

"Yeah!"

* * *

"No, this cannot keep happening."

Kenichiro Yashida for his part was not happy.

Not only was the robbery a disaster, but this time his men got caught along with Oshiro. He'll have to post bail for all of them under an anonymous account.

All because of that man. That masked man.

"The Kuzuryu can't have any interlopers ruining it's operations." Yashida said, as he poured some water on his flower. "We have to get rid of him."

He looked outside his window to see a nice view of Kokoro, it's tall buildings and it's people like ants. The Yashida Company had built this city from the ground up, providing it with everything. He had grown this little garden, it's plants and flowers with his own two hands.

He softly rubbed the flower in his pot, admiring the thorns it had near the bottom.

His empire had been building up since Second Impact.

He won't allow anyone… let alone this masked man to ruin his garden. His kingdom.

His _destiny_.

* * *

"AAAAAAAHHHHHH!"

A construction worker screamed while falling.

This one had finished up his work for the day. He placed his things into his box to allow someone else so take over his shift, but he made a tiny misstep, which caused him to slip up.

The result was a free fall down the site as everyone was panicking about his fall.

He screamed and cried out in desperation, when he felt something over his stomach.

An arm.

He looked up to see a masked individual focused ahead.

"I've got you, stay calm." He might have heard. It was difficult to tell in the moment with the winds breezing on his face and the sheer unbelievability of the moment dawning on his mind.

He felt a breeze as he was being taken from the site, seeing that the sidewalk coming closer and closer. Landing on the ground, the arm left him as the worker let out large, deep breaths in a panicky fashion.

The worker took a look at his savior.

A rather small one he was. He had a red jacket with no sleeves, instead showing white sleeves which was also the color of his pants. He had some black gloves and a white mask, with some odd yellow lensed goggles on top of it. In the center of the jacket was a little squiggly symbol of a spider.

"You okay?" the masked man said.

"Yeah… thanks…" The worker drawled out in response. "Who are you?"

The masked marvel waved his head from side to side. "Ummm… man. Spider-Man." He said (somewhat) confidently. Then he turned around, launching a web up. "Make sure not to fall off the beams!"

The man- _Spider-Man-_ swung away on his web, as several people gathered to watch him go.

And with that, a flame of hope was born.


	3. Fight or Flight

**Summary for the Chapter:**

> Mayumi wants to become closer friends with Shinji, but will he allow himself to let her in? Meanwhile, he is stalked by the Vulture, who is out to kill him and eat his flesh!

** _Fight or Flight_ **

Professor Kuruto Inumaru opened the door.

Coming back after a long day of work, he smiled as little Taiten picked up a small train and made cute little sounds while waving it around. When the boy saw his father standing in the doorway, Taiten delightfully got up and ran to give him a hug.

"Daddy!"

Just then, Maasa came into view. She was about to scold the boy for being loud, but her frown gave away to a smile when she saw the good professor putting away his coat on the hanger while rubbing Taiten's head with his hand.

She walked over to him and gave a nice little smooch on the lips.

"Hello dear!" she pulled away and brushed her hair, "How was work today?"

"Oh the usual." Kuruto stated, making the motion to sit down on the sofa. "The Committee's been breathing down my neck. We just lost a valuable subject related to the project and they're furious about it. Can't say too much more though."

"Right right, classified information." Maasa rolled her eyes, "Now come here, I got food prepared."

Now that was a wondrous prospect to Professor Inumaru. As she left to get the food, he grabbed the remote.

"I wonder what's on the news?" He turned on the television curiously.

The very first thing he saw nearly have him stroke.

_"Around the city there's been talk of a masked vigilante sighted on the streets, and today it's been confirmed!"_

A somewhat blurry video showed the aforementioned masked man dropping off a construction worker and swinging away from the scene even as the camera kept focus on him.

_"_ _As seen on the footage displayed, Spider-Man is making headlines as swinging around on his spider's web, saving this man from certain death-"_

"Is there something wrong?"

Kuruto's attention disrupted, he turned to find Maasa handing the meal she prepared to him.

He took it while turning back to the TV.

"Nothing. I'm just… surprised." Kuruto took a bite of the meal, greatly appreciating his wife's cooking like he always does, "I can't believe there's a Spider-Man."

"I know, he seems kind of creepy doesn't he?" Maasa said, "I hope the police are able to track him down before he hurts anyone."

"Me too…" He inwardly cringed saying that, one of his hands clenching in thought.

He takes another bite on the meal.

_"_ _Some people have called him a hero, many others a menace to society-"_

You see, he knows exactly who this Spider Man is.

And he's going to have a talk with a particular student once he gets to school tomorrow.

* * *

Kenichiro Yashida waited.

He waited because watching the news today made it clear that the problem he's facing won't be going away so soon.

The Spider-Man.

Oshiro's arrest made him think. Yashida had gone back and checked records from the last month or so, noticing a number of arrests on… "off the books operations"… he had been sending his men to perform. His informant on the police force even mentioned several instances of a web like substance involved in those arrests.

This meant that the Spider-Man had been interrupting his work for a month.

That simply cannot be allowed to go on.

Which is why Kenichiro Yashida waited along with two guards for a specific man he called upon earlier for his specialty.

A specialty demonstrated by two knives having been thrown right in the throats of said guards, killing them instantly as their bodies hit the floor.

"I'll pretend you didn't just kill the hired help."

In stepped in Kiyoshi Amachi. He wore a black trench coat, a black and red shirt underneath and black pants to go along with his frighteningly pale skin, brown hair and golden eyes.

The man was known mainly by his codename in the underworld, Vulture. He always had his sights set on the latest prey.

His methods disturbed everyone else, but to Yashida it meant getting his money's worth.

"Your call interrupted my daily nap. You could always hire more." Vulture stated crossing his arms together.

"They were competent men. Good men." Yashida kept a calm frown at all times, "You of all people should know about the finer points of quality. The only reason I'm willing to tolerate your behavior is because you are useful to me."

With that, Yashida placed a photograph on the table. "I want you to kill this target. He has been interrupting my affairs longer than I would have like."

Vulture took the photograph and inspected it. He dismissively snorted.

"You really have gotten pathetic. A clown is ruining your affairs? Why would this be worth my time?"

Yashida had anticipated this answer. He turned on the screen to his left and showed the footage from the news program. He had it prerecorded, and it currently showed the fight between the Spider and his employee.

"This target isn't just some random vigilante. As you can see here, he has enough incredible agility to dodge the shock blasts from the gloves and enough strength to knock out my men. The webs coming from his wrists are a particular annoyance, his cunning showing he knows how to use them in a fight. He is dangerous-"

He pointed from the screen back towards Vulture.

"-Which is why I called you here. I only use you when I deem it necessary."

That was when Kenichiro noticed it. The subtle gleam in Vulture's eyes as he watched the fight footage. They had not disappeared when he returned attention to Yashida.

"Well then, this might make for some nice prey after all."

He placed the photograph inside of his coat. "You of course, realize that I will need to be paid up front for my services?"

Yashida nodded. "100,000,000 yen upfront. You will have more when you're done."

With that, a pact was made.

Vulture turned around and was about to leave through the door… but then stopped.

He glanced at the dead bodies of the guards he killed.

Vulture took his steps toward them, grabbing his knives from their necks. To him, it made no sense to waste perfectly good ammo for the hunt.

He also looked at one guard's hand. He slowly took a hold of it…

**CRUNCH!**

and ripped it away from the body, taking a rather large bite out of it. His mouth dripped with blood as he savored the taste of flesh.

"Mmmmm… You always find the most delicious food for me, Mr. Yashida."

He then stepped out of the office.

Kenichiro shuddered at the display. The Vulture's animalistic attitude is to be feared. All the more reason to have him as a useful tool rather than a cumbersome enemy. As long as he kept focus on the job and not get arrogant…

He felt a tiny spark of pity for the Spider-Man. It was a spark that disappeared very quickly, for Yashida knew the pest would soon be faced with death at the hands of this ferocious freak.

* * *

Science class? More like silence class.

Shinji could only sigh as looked out the window. Anything would be better than dealing with the quietness that enveloped the room. They had been waiting for the teacher to arrive for about 10 minutes and so far it seemed like he wouldn't come. That's why everyone was on their laptops and communicating with each other.

His eyes moved towards Mayumi Yamagishi, who had her face buried in her book as usual. Honestly, Shinji thought she looked cute when she was focused on it like that. _'Wait, where did that come from?' _he thought to himself, a blush on his cheeks formed.

The blush only increased when Mayumi turned to look at him. Her eyebrow raised, almost as if interrogating him.

Before he could apologize, the door opened.

Professor Inumaru had finally arrived.

"I apologize for making you wait, but now that I'm here you can open your textbook and turn to-"

After that point was a loop of being lost and confused.

Shinji struggled to pay attention as the professor went on to explain something about chemical charts. Truth be told, he was so bored falling asleep seemed like a good idea. Vague shadows formed around the edges of his eyes.

They disappeared when something tugging at his shoulder.

"Stay awake, he might get mad at you."

The concerned tone of Mayumi's voice brought him back to reality.

A muttered apology was all Shinji could say in response.

After some time, the bell rang.

Nobody even waited to get out of the class, they left quickly. However, a hand on the shoulder stopped Shinji in his tracks.

"Ikari, I need to discuss something with you. Stay."

Shinji turned to Inumaru, who had a frown gracing his face. He took a brief glance at Mayumi, who only nodded in understanding as she left.

With the two finally alone, the Professor stared right into Shinji's eyes.

"Do you know what I saw yesterday?"

Shinji blinked, "What do you mean?"

"Well I had just gotten out of work. Went home, kissed my wife, saw my son… I turn on the TV and guess what I saw? Some sort of 'Spider Man' swinging from a web to stop someone from falling."

Shinji didn't say anything.

"Now that was a pretty surprising- impressive even- sight I must say. If I didn't know any better I'd say it was some publicity stunt for a movie. Where did it come from? Then of course I remembered… there was someone who had previously been in the hospital for being bitten by a _spider_."

The professor readjusted his glasses.

"Is there something you'd like to tell me?"

Shinji clutched his hand.

"I… I don't understand-"

**SLAP!**

Shinji felt a pain on his cheek.

"Don't give me that crap." Inumaru said moving his hand back into the pocket of his lab coat. "After you returned from the hospital you broke Kotei's hand, something you weren't capable of before, and a month later this Spider-Man shows up and seemingly displays abilities similar to his namesake? I only needed one guess to figure out who he could be."

The boy looked away from his professor's eyes, rubbing his hand over the pain.

"Why didn't you tell me the truth the first time, Ikari?"

The boy's hair covered his eyes.

"I… well, I guess I didn't know what you would say."

Inumaru frowned.

"What I would say? Well I would have told you many things, but for now let's start with you stopping this Spider-Man nonsense."

Shinji looked up at meet his gaze.

"Sir… I don't think I can do that."

Suddenly he felt tight grips on his shoulders as the professor glared right in his face.

"Yes you are and I will tell you why, boy. There are forces far greater you or me that have the technology and resources to track the both of us down. While they study you, kill you, or do whatever they want with your life, me and my family will probably be murdered and our records wiped out so nobody would even know we existed!"

Inumaru was violently shaking as he said all of this.

"Did you think I kept the spider in the lab cage without a reason? No, it was a crucial part of our project- MY project- and once these men realize what you are it's all over, you understand?!"

He suddenly felt grips on his wrists. The shaking stopped.

"What are you talking about?" Shinji said now staring right at him, "Who are they?"

A small pause.

"I can't tell you."

Then Shinji moved Inumaru's hands away from his shoulders.

"Why not?" the boy asked with a worried expression present on his face.

Professor Inumaru opened his lips… and nothing came out except a small sigh. He rubbed the bridge of his nose. "It's classified information, I simply can't say. Your choices are either you stop now or they'll stop you. What are you going to do?"

At that, Shinji Ikari could only look away from his stare.

If he was honest with himself, this whole thing was something the professor never expected from this boy. A sullen look and a lonely island was all he was used to seeing in class. Jarring, it was.

"Why are you even doing it Ikari?" He felt obligated to ask. "Why are you even Spider-Man to begin with?"

The boy didn't say a word.

"Think long and hard about your answer." Inumaru turned his back away from the boy, "Now go."

Shinji's arms relaxed as his face contorted to a confused expression

"But-"

"Leave." Said the professor firmly as he wiped the things he wrote on the board.

The boy raised a hand for Inumaru… only for it to drop.

He decided walk out of the classroom. That left the professor to his thoughts.

* * *

The final bell rang, and classes were over once more.

_'__Why am I Spider-Man?'_ Shinji thought to himself as he walked alongside Mayumi on the way out of the school.

Sure, he was using his powers to protect people. After what happened that night, Shinji couldn't ignore others anymore. But he only gave himself a disguise so no one could recognize him when he went out during the nights. He didn't expect to be caught by the media. He didn't expect to make a colorful costume and give himself a name like he was some kind of superhero. He didn't expect anything like this to happen like it did.

Yet, all of it did happen, and Shinji wasn't sure what he wanted to do. What was he fighting for?

Deciding to leave those thoughts for later, he instead focused his attention on Mayumi.

It had only been three days, but Shinji felt somehow at ease with her. Maybe it was because the two were similar in a lot of ways; quiet, withdrawn, isolated in their hobby… this feeling wasn't something he was used to. They had only fully conversed once, that time when she showed him her book,_ Gliding through a Dream_. It made him realize he wanted to talk to her again.

"So, um… do you live far?" Shinji hesitantly asked, casting the first stone.

Mayumi turned to him, "Actually I live around here, in an apartment complex." She pushed some hair from her glasses, "Do you live here?"

"Um, no," Shinji responded, "I, well, I take a train every morning to get to school. Sometimes, I don't want to be in the house… so I walk around here, listening to music on my S-DAT player."

"Oh really?" Mayumi tapped the book in her hands with her fingers. "I was thinking…"

"Hm?"

Mayumi stopped in her tracks, making sure to adjust her glasses. This caused Shinji to stop as well, wondering what she was going to say.

"There's this… nice café that my father takes me to sometimes. It's very quiet, not a lot of people come. It's a regular place. Maybe we could sit down there and… talk?" Mayumi said with a hopeful tone.

A perfect opportunity. Shinji didn't realize he was beaming until he felt his lips curl. He wanted to accept, so he opened his mouth-

A pair of cars passed the both of them.

Turning to see what happened, the pair realized it was a car chase. A police vehicle was chasing a runaway car. They heard gunshots

At that, he turned back to Mayumi, "Sorry, I can't go I have some stuff to do at home. Maybe tomorrow?"

Mayumi frowned, disappointment clearly evident on her face but nodded. "… alright. See you tomorrow then?"

Shinji couldn't help but show disappointment as well. He waved bye and ran off.

* * *

He didn't want to leave her like that. He honestly didn't.

But that car might hurt people if Spider-Man just let it drive away .

He swung around the nearby buildings trying to get to the runaway vehicle. Sure enough, he spotted it carrying a passenger shooting at the police leaning outside the window. _'This is getting crazy,'_ Shinji thought to himself, _'I need to stop this quick!' _

Spider-Man let go of his web, attaching himself onto a wall, before making a direct jump at the car!

"Hey it's him! Shoot the Spidey guy!"

The two goons leaned out the window pointing their guns at Spider-Man, but it was the wall crawler who fired first with two webs reaching for the weapons. Ignoring the two for now, he crawled up ahead for the guy on the wheel. Said man turned to his left side, only for be met with a fist to the face, knocking him to unconsciousness as the hand grabbed the wheel.

_'__This is a problem!'_, Shinji thought. 'I don't even know how to steer this thing! Maybe if I just-'

His eyes widened when he saw a incoming bus was in front. Making a split decision moment, he turned the wheel to the left, facing a head on collision into an alleyway.

"Oomph!" was the sound Shinji made as the crash sent him to the ground.

As he recovered his senses, the four criminals that hijacked the car managed to break their way out of it. They spotted their would be attacker lying on the floor.

"Fuckin' bastard! We'll mess up real good!" yelled out one criminal, he and his partner running to kick the crap out of Spider-Man.

Shinji felt a ringing in his ears. Instinctively, he pushed himself upwards, narrowly avoiding the kicks. This instead allowed him to jump kick the two goons, using their faces to propell himself backwards to stick to the wall.

To avoid dealing with more than he could handle, Spider-Man shot webs to keep the attackers on the ground, while he jumped towards the other two left. The goon closes to Spider-Man tried to grab him in a bear hug, but Spider-Man was too quick, instead punching him in the gut, then going for an uppercut to the face, knocking that guy out.

His spider-sense alerted to further danger, and he responded with a swift kick around the goon behind him, pushing him to the ground.

**RRRIIIIPPPP!**

At that, Spider-Man turned around to see that the two goons he subdued before had ripped away the webs. They were getting ready to attack.

A distinct metallic sound ringed in their ears, their eyes bulging as they felt a sudden pain before they felt nothing. The knives had torn to their throats, killing the attackers instantly.

Shinji turned around and noticed those knives also tore through the criminal he had just knocked out. Right through the head. Shinji took a few steps back.

"What the- what the hell?!" He heard the last goon say. Shinji saw the criminal shaking wildly.

"It can't be! I gotta get outta here!" The criminal ran further into the alley, hoping to get away from whoever is behind these attacks.

He only got so far before… _something_ suddenly dropped right on top of him.

"No… no NOOOOOOOOO!"

Paralyzed with absolute fear, Shinji could only watch as he heard this man's screams. Those screams would go on, before being canceled out by loud, crunchy munching noises…

…

…

…

…

…

…

…

…

…

…

Dead silence filled the air as the figure stood up. A ripped apart cadaver was all that was left of the criminal left. He made a slow, deliberate walk away from the body, making his way towards the only other living soul in the alleyway. Each step marked the floor with blood as it dripped down.

The figure then held out its hand-

_'__Spider-Sense!' _being alerted to trouble, Shinji's body moved to the left to dodge the throwing knife being tossed at him. It landed on the floor like a dud.

"Clever prey, clever. Your reflexes were enough to dodge my knife."

Sure enough, the Vulture has appeared. His mouth oozing blood. He moved a finger to wipe some of it away, then licked it with his tongue.

"This food tastes so good, you understand. Ever since I was seven, human flesh has a nice deliciousness that no other substance has been able to satisfy. It was because of that I called myself the vulture"

Shinji stood there completely frozen. _'What… what IS this guy?'_

"I wonder how you'd taste, Spider-Man. I'm dying to find out."

At that, six knives were thrown in perfect arc motion.

"Let's see you dodge THESE!"

_'__Oh crap!_' Spider-Man moved as fast as he could, making a small jump and moving to the right-

"**NYGH**!"

His chest and stomach had two knives punctured.

"You dodged all but two of my knives, impressive." the Vulture brought out two blades from his sleeves, "But you're still going end up EATEN!"

Vulture ran straight for the kill, making a slashing motion with his right hand. However, Spider-Man leaned back, then raised his own fist to punch Vulture's face. Suddenly, a spray of blood came from Spider-Man's chest. The Vulture's other hand managed to slash at Shinji's chest during the struggle, forcing him to back away while clutching the wound.

"What's wrong, little spider? A small cut managed to hurt you? How pathetic." The scarf may cover it, but Vulture had a fierce smirk on his lips. He moved his blades to connect with Spider-Man.

Shinji could only dodge the knife attacks. His Spidey Sense kept buzzing thus keeping him alert to possible death. but he knew it could only help for so long. He needed to get away.

**THWIP!**

He motioned his fingers, shooting a web at Vulture!

However, Vulture was quick. Quick enough to intercept the web but cutting it with his knife.

"Is that the best you can do?" Kiyoshi Amachi asked rhetorically. He prepared for another strike-

But Spider-Man had not intended to attack with the web. He jumped to the wall, moving behind The Vulture and kicked him straight on his back tossing him across the alley.

The Vulture was momentarily stunned. He didn't expect that attacked, but that feeling dissipated quick. He caught himself mid fall and turned to face his prey.

Only now he wasn't there.

He looked upwards to see Spider-Man disappearing to the side of the building.

"I need to get away!" Shinji spat out as he ran as fast as he could, "Vulture-!"

Vulture wasn't human. _Couldn't_ be human. _'He killed them!'_ Shinji resisted the desire to throw up, _'He- he _**_ate_**_ him!'_

Was this what Inumaru was warning him about? A crazed lunatic coming after him like that?

He saw another building up ahead. Shinji didn't waste any time, he grabbed onto the ledge, his legs pushing him forward for a jump-

Then he felt pain all across his body.

His back, his arms, his legs- he felt sharp things in those places. Suddenly Shinji's eyes seeing black spots. In a few seconds, he fell into a sleep…

* * *

Mayumi Yamagishi sat alone.

The Joho Café was a small, but warm place. Few people came by, which made it an ideal spot for those who wanted to be alone. The customers would come with books, laptops or music players to do work or relax all the while they were served coffee and smaller foods for their convenience.

Mayumi liked the coffee. She had hoped to bring Shinji here. Honestly, she never really had many friends before coming to this school. Ever since that day in the library, where she shared her book with him, Shinji became her first real friend. That's why she wanted to take him to the café, to share in one of the small pleasures she had in her life.

Of course, he was busy. She understood, it was still disappointing. Mayumi took another sip from her coffee. The rather large window a little ways to the right of her only had people walking to their daily routines

**CRASH!**

Until something fell through that window, landing with a thud on the ground. Everybody stopped what they were doing and started panicking.

Understandably shocked, Mayumi got up from her seat in shock. She wanted to know what was happening, so she ran a bit to see what came through their way. When she got close enough she could see what it was.

Spider-Man with knives imbedded onto his back, bleeding on the floor.

"Ugghhh…" Mayumi could hear coming from him. He was still breathing, surprising Mayumi a great deal.

She was about to take a step to help, when the Vulture stepped in through the window.

"Step away, all of you. He is mine." Said Vulture in a nasty snarl, his mouth dripping with blood scaring all into submission. He took some steps to the weakened and downed wall crawler on the floor.

"It seems my employer was wrong, Spider-Man. He said you would be a major challenge." He sneered as he stood over the helpless boy. He brought a knife out on his left hand. "But in the end, you were nothing."

He raised the knife, ready to finish his prey off. "Now **DIE**!"

Then an object struck his head.

His eyes narrowed, tracking down the one who threw it. Vulture noticed a young girl with black hair and glasses standing there scared out of her wits.

Indeed, Mayumi was scared to hell. But she couldn't just let whoever this man was kill someone. She threw that cup in hopes of giving Spider-Man more time. However, the second those eyes found her she knew she was done for.

"You worm… **I'll BITE YOUR FACE OFF AND EAT YOUR CORPSE FOR THAT!**"

The Vulture lunged at Mayumi ready to fulfill his promise, his arms raised, knife in hand going for the kill.

Suddenly a knife stabbed through his arm.

"Get… away… **from HER**!"

Vulture could only do a quick glance as Spider-Man shoved him away from Mayumi, smashing him into another table.

'This can't be happening,' Amachi thought, 'There's no way he could still be standing!'

He was panicking now. Suddenly he didn't have the upper hand. Downed on the table, he threw his blade, having not once let it go during the alteraction, at Spider-Man. However, the web swinger did something unexpected: he caught it in midair with his left hand!

With his other hand, he shot a web at Vulture's face!

"Mmmhmhmhmhmh!" Amachi mumbled unintelligibly behind the webbing stuck to his face, trying everything possible to scratch it off.

Unfortunately for him-

**POW!**

A fist to the face was all it took to finally take him down.

Amachi had forgotten that vultures were not the only predators in the animal kingdom. Indeed, Spiders are also predators as well, a fact most certainly proven as Spider-Man stood triumphant over his defeated foe.

Still feeling pains, he slowly started taking out the knives from his body. Shinji thanked the heavens his powers included an ability to heal, as the wounds he received earlier started disappearing.

"Are you alright?"

Shinji found himself face to face with Mayumi. She looked very concerned.

"Ummm… yes I am." he responded. "Don't worry too much about it. Just, uh, call the police. Or something."

He looked away from her. He shot webs to cover the crazed lunatic on the floor. He made especially made sure the mouth was webbed up. No need to run the risk of him biting people.

"You know… you don't look so creepy in that."

Shinji stopped in his tracks. "What do you mean?"

"The costume," Mayumi stated. "You're not so creepy wearing that."

The boy blushed underneath the mask. He scratched the back of his neck.

"Uh, thanks." Spider-Man awkwardly said. He looked around to see other patrons staring at him warily. Not wanting to be stared at any longer, "I- I have to get going!"

That was his cue to make his way to the broken window he crashed through. Spider-Man shot a web line across a building. Before he jumped out though, he turned his head to Mayumi

"Thank you for saving me there. Bye!"

Then he swung away, leaving Mayumi and a whole lot of patrons wary… yet grateful.

* * *

Needless to say, Kenichiro Yashida was not pleased.

A dangerous assassin like Vulture should have been enough to take out the Spider-Man… but he was bested in the fight.

Now he was rots in a jail cell.

The result being his money wasted, two guards dead for no reason, and several witnesses on hand.

In spite of this, Yashida knew he couldn't afford a possible trace back to himself. Reluctantly, he concluded he would have to make an anonymous call to release Vulture from prison. Unlike Oshiro, he would not call Vulture again.

Sighing, he gently rubbed the thorns of his plant.

**RIIIINNNG!**

The crime leader picked up the phone and answered, "Yashida speaking… what do you mean a transport is on the way?… Very well, I make sure the arrangements are done… Yes sir."

The line cut off.

It was always the same with them. His contractors would give him requests he had to fulfill or else lose the money he made with the company. This was not a major concern for him. As far he was concerned, a few bodies and buildings were worth having power of the city.

Considering some of the things he had to fund however, Yashida had to wonder if the Spider-Man was one of the Committee's projects gone rogue. It is not like he will get an answer, but wouldn't put it past them.

The only thing he knew going forward was that things were going to get more complicated.

* * *

"Whoah you were there Yamagishi?!"

Tsuyoshi Kotei could not believe it! Just this morning the news reported Spider-Man fighting a dangerous assassin named Kiyoshi Amachi. Kotei and some other classmates had just learned right that Mayumi Yamagishi had been in the café where the fight too place. Now a crowd gathered around her waiting for the girl to say something on the subject.

For her part, she hated being the center of attention. It only made her extremely uncomfortable.

"I was… well-"

"C'mon man, at least tell us what Spider-Man was like!" Kotei argued, "He must've been so cool!"

Shinji overheard that as he walked into the classroom. Shinji only sighed when he heard that. '_He probably wouldn't think it was so cool if he was the one who got stabbed repeatedly.'_ He thought, before focusing his attention on Mayumi, who looked contemplative.

"He… seemed nice." She said with a slight blush, eyes trying to look away.

"Knock it off you guys, can't you see you're overwhelming her?" Rai Shiraishi finally stepped in, having had enough of the crowd. "Whatever happened down there must've obviously spooked Mayumi."

Before anyone could raise a further fuss, Professor Inumaru walked in. From there the class proceeded as normal. When it ended, the professor called on Ikari again.

"Excuse me Ikari? I need you here again, there are things we must still discuss."

Shinji nodded, but first, he turned to Mayumi to say something.

"Um… sorry about yesterday… could we go to the café later?

He needed to make up for leaving her behind.

This seemed to be the right choice, given that he got the privilege of seeing Mayumi smiling"S- sure! Well, maybe not today, but tomorrow?"

At that, Shinji also smiled. So what if he got nearly killed and stabbed? She was alright, so it was worth the pain.

Once she left the classroom, Shinji and Inumaru turned to face each other.

"So… you ignored what I said and went out anyway. I hope you're happy, I heard you were nearly killed last night." The professor wasted no time getting to the point. "You got lucky this time, but you see now what lengths they'll go to kill you? Why are you even still doing this?"

Shinji simply didn't answer.

"Well?" Inumaru grew impatient. It wasn't a matter of saving his own skin anymore, now he just had to know.

The boy scratched back of his hand.

"I don't know." Shinji responded. "A month ago all I did was exist. I didn't do anything for myself, only doing what I was told while not worrying about other things, convinced nobody cared. Then the spider bit me… It was like I wasn't just existing anymore. I had things I wanted to learn. I was even getting to really know my teacher for the first time. Then… he died. And it was my fault."

His fault? That wasn't right.

"Yamashiro was shot by a criminal who broke into your house." Inumaru questioned. "You didn't kill him."

"That's the thing, I knew that criminal! I let him get away just the day before. I could have stopped him then, but… I didn't. I was so focused on me and Yamashiro died… it was my fault Professor."

Shinji looked away from Inumaru, but the professor could tell a distraught tone when he heard one.

"Right after that, there was a woman in trouble… and I couldn't ignore it, professor. I couldn't. I got myself disguise to protect myself and started helping people. It was the only thing I could do."

The boy's hand clenched to a fist.

"I couldn't run away even if I wanted to, professor. I mustn't run away. Because… with these powers, I can do more than just exist as suffering happens. I can help people and be more than I am! That's why I can't just stop because you ask me to!"

Professor Inumaru went quiet at this student's declaration. To hear these words out of him, that determined expression… this was more than he had ever seen from the student before.

"That may explain things," Kuruto stated, "But that ridiculous costume, there is no reason for it."

Shinji turned his head back to the professor's view, a softer expression on his features, "People were saying I was creepy… as Spider-Man I won't be."

A long pause, seemingly stretched out for eternity, came about. Neither had anything to say to each other. They just simply looked at each other.

Then the professor cleared his throat. "Dammit… you're being so stupid. But I know I can't change your mind. However, I can't let you leave this classroom without telling you."

Confusion was on Shinji's face. "Telling me about what?"

Inumaru stared him down.

"About the spider that bit you…"


	4. Destructive Rampage

**Summary for the Chapter:**

> Rattled by his professor's warnings, Shinji must decide whether he should continue being Spider-Man as the Rhino attacks!

** _Destructive Rampage_ **

Several large trucks were moving through the streets.

They moved with a purpose. The large truck in the middle of the pack carried an incredibly important piece of cargo to be transported to a safe location. Yashida Company could not let this fail, for this cargo came from the Committee, their biggest benefactor. The megacorp had several facilities in Kokoro for whatever project the Committee wanted committed. All of this information in mind, a great deal of care and caution must be taken to ensure that the cargo is safely secured.

The two drivers in the middle truck were still bored out of their minds.

"The traffic is killing me man!" said the one on the wheel.

"Shut the hell up, what the hell can we do?" answered his partner, "We're almost there anyway, just fucking drive."

They had been at this since last night, not having had an ounce of sleep for the entire trip as the rising sun marked the early morning.

Frankly anyone would be cranky by this point.

"Okay, so Dai-chan you keeping the thing secure over there? Not pissing your pants like a pansy are ya?" the driver on the wheel said trying to look over to the back, but it was hard to see through the hole. "The boss man doesn't want even a scratch on it, so keep your filthy hands away ya hear?"

No response.

"Daiki?"

**WHAM!**

A loud crashing noise was heard through the truck.

The driver slammed the breaks on the truck, stopping it in it's tracks. He and his partner got out as soon as they could, but were horrified by the sight.

"HOLY CRAP!"

Something tore through the truck with ease!

It broke through the casing like it was made of tissue paper, and it left behind large footprints on the street.

Both of the employees were scared beyond belief, as the other guards exited their own vehicles to witness the sight.

"We have to call our bosses, w-we lost the suit!" the partner nervously stated as he reached out for the phone.

"Oh God, we're going to be DEAD!" the driver had an even bigger reaction, clutching his head and bursting into tears.

This was going to be a rough day.

* * *

Not for the first time, Shinji Ikari didn't know what to do.

What Professor Inumaru explained to him earlier had left him shaken.

_"_ _The spider was an experiment?"_

_"_ _Yes," the professor scratched the back of his head, "I work for HERZ. My division has been working on genetic engineering, combining and rewriting the DNA of various species… including human beings. The Committee had recently supplied us with a specimen that allowed the splicing process to be made easier. The spider was just the first step among many, combining regular Spider DNA with the specimen's… I brought it over to my lab in the school so I could observe the effects of the spider over the course of a week to see what would occur over the stretch of time. However… we both know what happened then."_

_He turned around and looked at the chalkboard._

_"These people… they don't screw around. They have enough friends in high places that they in effect control parts of the government and are willing cross a whole lot of lines to get what they want. Scientists were killed or worse if they refused to work for them, their identities wiped out from any records. They can and have done that, and they indeed have the resources to track you down and murder you at any time."_

_He then turned to look at Shinji with a fierce anger in his eyes._

_"Do you see… do you even SEE?! You need to stop what you're doing right now or both of us are going to be killed or worse! They might kill my family, they might kill yours, who knows? You need to stop NOW!"_

The professor's look… it was one of fear. Anger yes, but absolute fear. Whoever- whatever the Committee are, they clearly have a lot of power and influence if they could do things like that.

Could he just risk his and Inumaru's life like that?

He looked at his hand, clutching and releasing it.

_'What should I do?'_ He questioned to himself. He knows running away isn't going to do any good. Where would he even run to? _'It's all so confusing.'_

In the end, he simply decided to wait until he meets Mayumi in the library.

Suddenly he felt something push him down to the ground.

"Oh Ikari, I'm so sorry I didn't even see you there." Tsuyoshi Kotei said a very _cheery_ tone. "You should probably be a little more careful, maybe next time you'll land in dog shit or something."

Shinji frowned, just about ready to leave when-

"Oh knock it off Tsuyoshi, you did that on purpose."

A brown haired boy just as tall as Kotei slapped his shoulder, before moving to help Shinji up to his feet. "Shouldn't you be heading to the class meeting? It would probably look bad if the representative of his group was late now wouldn't he?"

Kotei looked annoyed. It looked like was about to raise his fist, but then simply turned around and left.

"… thanks?" Shinji wasn't sure why he had phrased it as a question. Perhaps because it was unusual to be helped like this.

"No problem. Shirarishi Rai." He smiled as he took Shinji's hand and shook it, "I gotta get going too. I'm the Captain of the Kendo Club so I gotta attend the meeting. Catch you later!"

With that, the Kendo Club captain quickly ran down the hallway.

_'__How odd._' Shinji thought to himself. He just turned in the direction of the library and walked.

* * *

Mayumi for her part was shaken.

Last night had been a terrifying experience for her. Having been alone in the café, she had been caught off guard when Spider-Man crashed into the place. The crazy loon who attacked him…

_'__Why did I throw that cup?' _was the question on her mind. It was like her body moved on it's own when she did that. She saw that Spider-Man was in trouble and she couldn't stand by and let him be killed. Not like that. Never like that.

But that just meant she threw herself into trouble too.

That man… he lunged at her. He said he was going to **_eat_** her.

She shuddered to think what could have happened if Spider-Man hadn't stopped him…

Mayumi then immediately felt calm when she spotted Shinji walking to her. He sat next to her.

"Did the Professor tell you anything?" she decided to ask, pushing thoughts of the nightmare away.

Shinji shrugged, "Some stuff about homework, that's all."

He took out his math notebook and looked it over. It had become a routine, sitting down in the library with Mayumi, doing homework together. Well, more like Shinji trying to do homework while Mayumi just read a book. He assumed she had her work in order which was why she never seemed to have anything to do. Shinji wondered if he should ask her for help.

He noticed something.

"Something wrong, Yamagishi?"

Mayumi hadn't known it, but her hands had been shaking as she held the book in her hands. She sighed.

"Did you hear about Spider-Man yesterday? How he had a fight with some crazy criminal?"

Shinji shook his head in a negative nod, "No, what happened?"

Mayumi closed the book and put it down.

"Shinji… I was there during the fight."

He looked at her somewhat surprised. "Really?"

She nodded, "I thought Spider-Man was kind of creepy… but… that man… he was worse. He had red in his teeth- I think it was blood. He- he was going to kill Spider-Man. So I threw a cup at him… he was going to kill me! He said he was going to _eat_ me!"

Mayumi felt something watery in her eyes.

"I'm… I'm just glad Spider-Man was there… I don't know what would have happened if he wasn't there."

Mayumi noticed that Shinji looked at her guiltily.

"I… I didn't know…" he said sadly. "I'm sorry."

"Why are you sorry?" she asked confused, "That wasn't your fault at all! I just hope something like that doesn't happen again."

Shinji nodded, "I hope so too."

Mayumi mentally berated herself. Now her friend was worried about her unnecessarily and it was her fault. _'All I do is cause problems for everyone else…'_

Shinji for his part could only clench his fists. _'Mayumi's crying. She wouldn't be this way if I wasn't so stupid… this is all my fault.'_

He didn't notice that he referred to Yamagishi by her first name in his thoughts.

They both went back to digging their heads into books, both enveloped in their own worlds.

* * *

"What the hell do you mean you lost it?!"

Kenichiro Yashida was more than angry. He was positively enraged!

This transport had been a month in preparation. The fact that the cargo had been hijacked by one of his own employees struck a nerve in the crime boss. He would ensure whoever stole the armor would pay for his transgression.

The only fear Yashida had in his heart was whether this prototype could be traced back to himself.

And the conversation he was having was not. Reassuring. Him.

"Track down that prototype or else your own hide will be fed to the dogs."

He slammed the phone shut.

The Committee was not going to be pleased with this development. That much he knew already. Could he contain the disaster before it was too late?

Just then, someone opened the door.

"Mr. Yashida! You should turn on the news!"

Kenichiro gave a confused look. The secretary took the remote from his table and turned on the television.

His face contorted to one of terror.

It was already too late.

* * *

My fault.

Those were the words on Shinji's mind at the moment.

_'__If it weren't for me fighting the Vulture, Mayumi or the others in the café wouldn't have been in any danger._' He thought. _'She wouldn't have been shaking and crying like now.'_

He should have been better.

He should have **_done_** better.

_'__What if the professor was right?' _he wondered_._

The Committee could apparently send people to kill him and Inumaru at any time. With a large target on his back, he could be a problem to everyone around him. What should he do?

_He remembers dreams of drowning in a red sea. The voices loud and clear in his ears as he lost consciousness_

_GET AWAY FROM ME_

_HOW PATHETIC_

_I HATE YOU_

_He drowned and drowned, losing air and bubbles surrounding his vision_

_…_

_…_

_…_

_you should just disappear_

"Holy shit anyone seeing this?!"

Shinji let out a gasp he didn't know he had been holding in when he was pulled back from his reverie. He turned to see what the commotion was all about.

It was the boy from before, Rai Shiraishi. The Kendo Club leader was pointing towards the television screen.

Crowds of students were looking at the news, which showcased footage of destruction and chaos.

In the middle of it all was-

"… a massive robot that heavily resembles some kind of rhino is smashing everything in it's path, as you are seeing live from uptown! Police officers have utterly failed to contain the situation or pin point any proper trajectory as its current rampage goes unabated-"

Shinji stopped paying attention after that point.

First there was a man with gloves that shot shock blasts. Then the Vulture comes to kill him. Now a giant Rhino robot is out there?

There is no way it's a coincidence. These must be linked somehow.

Shinji wondered if this what Inumaru meant when he said they might send people to kill him? Is that what this is? Some kind of trap?

What should he do?

"Oh my God… look at those people!"

Shinji looked at the screen again when he heard the voice. He saw someone being crushed by a car, begging for help as people desperately try to push it out. He saw a store being broken into by thieves as the store owner cried. He saw a couple desperately running away from the destruction… before a car was thrown at them, crushing them to death

Shinji clutched his hand.

_'_ _I mustn't run away.'_

He turned around, stepping away from the crowd of students with a determined expression. Then Shinji felt a hand on his shoulder.

"Hey where are you going?" Rai questioned, "Class is going to start in a few minutes."

Shinji shook it off. "I won't be gone for too long. I'll be back."

He then resumed walking, a confused Shiraishi looking behind him.

* * *

Chaos was all around them.

Daisuke clutched his small daughter in his arms looking around for a place to escape.

Over head was the monster destroying the area.

A giant grey body stood tall. Metallic pieces stuck out in it's arms and legs, a huge horn adorned on it's forehead, leaving no doubt as to what it's inspiration was. Glowing red eyes were visible on a face covered in shadows.

It was big. It was scary.

It was also currently marking the streets as it's stomping grounds.

A booming voice was heard all around the area.

"**I AM THE RHINO, SUPERIOR IN EVERY WAY TO THE LOWLY BEINGS SURROUNDING ME! BOW DOWN BEFORE MY MAGNIFICENT MIGHT!**"

Daisuke's daughter started crying.

There was little comfort he could give other than a small kiss to her forehead.

The father noticed the Rhino robot had picked up a car… and threw it **RIGHT AT THEM!**

It was the end. Daisuke closed his eyes and hugged his daughter tightly, both ready embrace the death awaiting them…

But it did not come come.

A small hope daring to claw it's way into the mind, Daisuke opened his eyes-

"Don't worry… I'm here. Ugghhh!"

-it was the Spider-Man! He had grabbed a hold of the car with his own two hands!

He gently placed the car down to the street, which seemed to exert a lot of pressure due to how heavy it was. He looked at the poor father and daughter as they both stared at him in awe.

"Get going! I'm going to try to stop that thing!"

The Spider-Man then swung away to face the monster, and both father and daughter knew then... everything was going to be alright.

* * *

Shinji needed to get to work.

The robot- _The Rhino he called himself_\- was rushing through the street. He's not paying attention to what's surrounding him. He's just attacking whatever is in front of him.

_'_ _That also means he's not paying attention to what's behind him.'_

So he swung right onto the Rhino's back, attaching himself right into it. He began punching the thing as hard as he could, but it was an incredibly thick hide.

_'__My hand's starting to hurt!'_ he thought after a few more tries. '_This isn't working! The metal layering is too thick for a punch…' _

_'_ _Wait, why am I upside down?'_

"**WHO DARES?!**"

Turns out while he was thinking to himself, the Rhino had grabbed him. He inspected the kid in his hand. Then he made a disgust noise.

"**AN IRRITATING LITTLE MAN IS NO MATCH FOR THE RHINO! NOW AWAY WITH YOU!**"

He tossed the little web slinger from the street right through a boarded area, proceeding on his merry way to more mayhem.

Shinji for his part clutched his head.

_'__That hurt… a lot.' _he thought while proceeding to swing right back into Rhino._'So this thing is too strong for me to punch through. That means I need to find something stronger to penetrate the armor.'_

After he got up, he inspected the place he was in. It was a construction site, most likely started very recently due to only a few beams being present. Where he had fallen was just before a wet concrete bed. Over to the left there were gas containers that if it came into contact with-

_'__Wait… this is perfect!'_ Shinji was amazed at his sheer luck. He looked around to see and- yes, there was a crane with a wrecking ball. _'Okay that'll do.'_

A plan prepared in his mind, Spider-Man launched a web line to chase after the villain.

_'__I'm sure this will work, I just need to lure Rhino over there… yeah, lure the big grey death robot over to the construction site.'_ Shinji slowly lost confidence as he continued his thought process. _'At least breaking stuff is something you do at a construction site to clear out debris.'_

Spider-Man had barely enough time to finish that little thought as he saw a building wall was left with a Rhino sized hole.

_'…__then again he wants to turn the whole place into a debris field.' _He thought while jumping through the hole Rhino created in the building. _'He won't be getting any job offers like that.'_

* * *

The Rhino was **UNSTOPPABLE**!

To think all he had to do was get in the robot and run away! The thrill of having power over the world… it is an invigorating feeling! Smashing and crushing and killing!

He'll show them. He'll show them all! They stomped at him, mocked at him, laughed at him behind his back. Well guess what?

"**WHO'S LAUGHING NOW? I, THE RHINO, WHO SHALL DESTROY ALL IN HIS PATH!**"

These stupid people, looking all so terrified… it gives him such euphoric joy!

First he'll have fun breaking the town, then he'll kill the boss. Then he'll be the king of Kokoro!

The Rhino noticed a bus full of children right in his view point. He changed directions to the right and grabbed it.

The screaming coming from those kids was worth all the hassle. Music to his ears, the Rhino bellowed a cruel laugh.

"**HAHAHAHAHAHA, THIS IS ALL TOO EASY!**"

He shook the bus around hearing their cries, smiling all the while.

"**I AM THE RHINO! THE MOST POWERFUL, THE MOST INVINCIBLE-**"

"But not the most modest. Geez do you ever stop talking about yourself?"

What? WHO SAID THAT?

Rhino dropped the bus to the ground and turned to see the Spider-Man poised over a lamppost. He was annoying.

An annoying bug. Easy to _crush_.

"**LITTLE MAN, DID I NOT PROVE MY SUPERIORITY TO YOU EARLIER? DO YOU WANT ANOTHER LESSON IN PAIN?!**"

"Maybe I do!" the Spider said to him in a haughty tone, "Or maybe I just wanna see if you have some nice pinkie pajamas under that fancy suit."

The Rhino scoffed at his attempt at an insult. A weaker man would boil in rage, but he was THE RHINO! He need only his hands to crush the bug.

"**COME OVER HERE AND FIGHT LIKE A MAN!**"

"I don't suppose I can ask you to come over here and fight like a Spider, can I?" He said as he shot a web, "Why don't you try catching me instead of those kids over there?"

He swung away! The pathetic little shit wouldn't even dare fight him, the Rhino won't allow cowards to run away. He is superior!

"**IF YOU WON'T FIGHT ME, THEN I SHALL SIMPLY DESTROY YOU!**"

* * *

_'__Well, good news is I got his attention.'_ Shinji thought to himself. _'Bad news is, I got his ATTENTION!'_

He had to do the web swinging of his life as The Rhino chased after him. Rhino was surprisingly fast for his size. _'I can barely able keep away from him thanks to practicing my web swinging around the city so many times, but if I don't get a move on-'_

"**PAY ATTENTION TO ME, YOU PATHETIC WEAKLING!**"

Shinji shuddered as he kept moving, _'I can tell he's getting impatient. Can't risk him getting bored and running off. How do I keep his eyes on me?'_

Spider-Man decided that insulting him was a good idea.

"I'm sorry what was that? I thought I heard something but can't hear it over the amount of hot air behind me!" Spider-Man shouted, swinging to the left. His spider-sense tingled.

"**A BUG LIKE YOU HAS NO BUSINESS MOCKING ME!**"

Spider-Man managed to dodge a car thrown at him. It crashed through a building, Shinji frowning at this. Any angry thought gave way to joy when he noticed the construction site was getting closer.

_'__Almost there, just have to-'_ Shinji jumped and landed on a support beam.

The Rhino crashed through the entrance, just about stomping to face Spider-Man who was perched on a beam.

"**YOU HAVE BEEN CORNERED SPIDER-MAN! NOW PREPARE TO SUFFER THE WRATH OF THE RHINO!**"

**SPLCK**

Rhino tried moving his feet… but they didn't move even a bit.

"… **WHAT?!**"

He looked down to notice he was stuck in the cement floor!

"I'd say you were stuck on me, but… I don't think that would be be accurate." Spider-Man gloated in a triumphant tone. Honestly he didn't expect the cement to keep him still, but the fact that it was so quick on drying just aided his plan. He got inside the the wrecking ball crane.

The Rhino struggled to escape from the cement, increasingly getting frustrated as he failed.

"**YOU TRICKED ME, YOU LITTLE SHIT! WHEN I GET OUTTA HERE I'M GONNA FUCK YOU UP!**"

Shinji pulled a level, activating the wrecking ball.

"**I'LL CRUSH YOU! I'LL KILL YOU!**"

The ball moved from left to right… and then left again.

"**I'LL RIP YOU APART! I AM THE RHINO-**"

The ball came **CRASHING** at Rhino's back!

It knocked him right off the cement floor, which at first filled the Rhino with glee… before he found himself falling right onto a pair of metal containers!

**BOOM!**

A pair of explosions blasted throughout the Rhino's body… unfortunately the flames started surrounding the suit.

"**NOOO! HELP! GET ME OUT OF THIS DAMN THING!**"

Shinji left the wrecking ball crane, making his way to the Rhino's back. He noticed that, where the ball had hit had hit in the back, a hatch was now more openly visible. He grabbed a hold of the handle and ripped the door out of it's confines, revealing-

"Get away from me!"

A wheezy voice came from a short man with dyed blond hair and sunglasses. "I don't want your help!"

Shinji couldn't say much about this man's appearance, so he ignored the little tantrum and grabbed him to escape from the rising fires.

As the boy dragged the small man away, the Rhino suit exploded, a large fiery haze forming behind him.

"No… NO!" Daiki let out frustrated screams that were heard throughout the site, "I was going to be special… my one chance at being a big shot… RUINED!"

He suddenly found his shoulders grabbed. Spider-Man was right up in his face.

"Big shot… a BIG SHOT? All of this… You did ALL of this… to be special?!"

Daiki spat in the teen's face.

"Hell yeah! My whole life stomped on by everyone! 'Dai-chan' this, I piss my pants, I don't got a great job like my sister and family, and not as good as the other guys in the Kuzuryu! I just wanted to be a big man! Fuck Mr. Yashida, when he told us to transport the suit I just had to take it!"

He spat in the teens face, "Besides, didn't ya put in the suit so you could be a big man too? You must know what that's like!"

**POW!**

A well placed punch to the jaw knocked the small man out. Spider-Man took off his mask, face palming in heavy frustration. To think that all of this was because of some… grudge.

He looked at the time in his watch, noticing he missed two periods of class already. Then Shinji just sighed heavily. _'I'm in so much trouble.'_

* * *

"You lost the suit."

The head of the Kuzuryu and Yashida Company himself, Kenichiro Yashida, found himself face to face with his benefactor.

Or rather, a hologram of his benefactor. It projected a red light source, but Yashida remembered having met him in person a few times. On the surface he appeared to be a humble and unassuming man; black hair, somewhat pale, wore glasses, a lab coat with a HERZ I.D. card proving who he was. Beneath the mask however…

"Billions of dollars in development, destroyed because one of your employees decided to take it for a power trip and only contained due to the timely intervention of the Spider-Man."

Kenichiro nodded, a vein visible on his forehead.

"You need to find a good reason why we should keep funding your organization or else we'll freeze your assets and not keep our side of the bargain."

Kenichiro closed his eyes and took a deep breath. "You're saying this like we haven't had any benefit from this."

The hologram looked at him confused. "What do you mean?"

"For starters, Spider-Man had managed to pin point the flaws in both the Shocker Gauntlets and the R.H.I.N.O. armor with his antics. He was also skilled enough to take down one of my most prized assassins." Yashida said with a smirk forming on his face, "The fact is, he has been very useful to us indeed. Perhaps we could continue using him for that purpose."

The hologram raised his fingers to his chin. "You're saying we should pit our experiments against him?"

Kenichiro Yashida nodded, "Yes. A lab rat to our benefit. You get better machines for your employers while it distracts him from my operations. This will be a perfect arrangement."

The hologram smiled, looking rather pleased by this train of thought. "Very well. We will continue your funding. For now. We will still be expecting this Spider-Man to be beaten and captured sooner rather than later. We shall keep in touch."

The hologram disappeared, leaving Yashida to his own devices.

The Kuzuryu crime boss looked outside his window, rubbing the thorns of his plant.

"I hope you savor your victory Spider-Man… because it will be your last."

* * *

Mayumi was right. This place WAS amazing!

While the Joho Café was still damaged from his fight with Vulture, it was now serving food and coffee, which Shinji had to appreciate since it tasted good.

"Thank you so much for bringing me here! It's really great!" Shinji said happily as he ate the biscuit.

Mayumi smiled "It isn't a problem, thank you so much for coming."

As the two enjoyed themselves in the moment, Shinji came to realize one thing. He may be faced with problems, and he knows deep down that they're only going to get more complicated from here onward… but he knew that simply giving up isn't an option. Shinji can't let anyone suffer while he's able to do something about it. There isn't much he could do to stop Mayumi from crying, but he could at least be there for her now. He had to try.

To not try would be irresponsible.

"Shinji, after lunch you disappeared from two whole periods. What happened?"

The boy looked at her, unsure what to say.

"Um… I was… uhh, I had wanted to get some lunch outside of school and got in a huge line. I couldn't get out of there."

Mayumi looked at him with a sad face, "Is that what happened?"

Shinji nodded, trying to bite down the feeling of guilt down his throat, "Yeah. I'm going to be staying over tomorrow for detention… sorry."

The two then continued the conversation in a different direction, chatting about classes or whatever else came to mind.

Shinji thought about that man in the Rhino suit. He said something about a Yashida… he knew who to ask about that.

* * *

When Professor Inumaru opened the door, he expected any number of people to be on the other side. The mail man, some thug, or government agents out to get him.

He did not expect to see Shinji Ikari at his steps, his arms crossed together and determination present on his features.

Sighing, he walked outside in order to have a private conversation.

"Five days."

The Professor raised an eyebrow.

Shinji explained, "In five days, I was attacked by someone with who could shoot stuff from his gloves, a man who called himself the Vulture who threw knives at me, and now a man in a Rhino suit killed people and smashed things. He said he worked for someone named Yashida."

Inumaru said nothing.

"Are… are you working for him too?"

The professor sighed. "Sort of… not exactly. Mr. Yashida provides me and other scientists with facilities so we can perform research and test our experiments. Otherwise, the divisions don't see each other eye to eye. Not one division knows what the other is doing. There were whispers among me and my colleagues about some kind of prototype armor having finished and about to be delivered today. It seems the rumor was true."

He realized something and quickly added, "Mr. Yashida probably doesn't know your secret. The Committee likes to keep him in the dark on their projects. Fewer leaks that way." He frowned, "I didn't expect the Committee to test out their prototype on the people. It's too reckless and could jeopardize their secrecy."

A quiet wind breezed past them.

"A big shot."

Those three words came as a surprise to Inumaru.

"The suit was hijacked. He was destroying everything, killing people, doing all of that… because he felt small and wanted to feel big."

Rage boiling in his eyes, Shinji hands turned to fists, "These bastards… people **DIED** because of them! I won't let anyone else get hurt from now on! With these powers… I'm going to stop them and save everyone!"

Then his eyes changed to a calmer, more demure tone. "And Professor… I'm going to save you too."

A long pause awaited.

Kuruto Inumaru turned his back.

"Foolish boy… don't say stupid things like that."

He walked back inside his house and slammed the door shut.

**Notes for the Chapter:**

> Authors Notes:
> 
> Hello there. Four chapters in and now I post an author's notes? Seems strange right? Well I wasn't really intending to write any notes but since I might get multiple questions in reviews, I think I want to make some things clear:
> 
> -This fic is going to cover the events of Evangelion. However, we're going to spend some time with Shinji getting used to being Spider-Man and introducing his villains, especially since there won't be natural ways to introduce them once we get to Tokyo 3. Including the four chapters so far, I estimate this arc will be about 14 chapters.
> 
> -Venom and Black Cat will not be in this story. I like both characters, but I feel they won't fit with the story I have in mind. Both characters are people Spider-Man should be facing later on his career anyway, not in the beginning. Besides, it's hard to imagine even a grown up Shinji flirting with Black Cat.
> 
> -This story take place in a Gainax/Marvel fusion universe but actual crossover elements will be kept to a minimal, only brought up when it's relevant to the plot. The focus of the story is on Spider-Shinji, so no Avengers or X-Men.
> 
> -Shinji isn't going to end up with Rei or Asuka. This isn't because I hate the ships it's just that there are a lot of fanfics that ship him with either one or the other, so for this story I'd rather do something different (Shinji/Mayumi fics are rare).
> 
> -I take a while to update, so I post two chapters instead of one.
> 
> I hope that clears things up. I probably won't be making more notes like these unless there's something about the chapter I want to comment on or questions I'd like to answer. Hope you enjoyed the fic so far!
> 
> Edit: This author's notes was from an older date.


	5. Perceptions

**Summary for the Chapter:**

> After the battle against the Rhino, Spider-Man has gained notoriety and people giving their own opinions on the web slinger. Meanwhile, Shinji ends up getting detention, where he bonds with a fellow classmate of his and learns new things that challenge his perspective.

** _Perceptions_ **

"Welcome to the evening news, live. Today we're here to report on the latest exciting topic that's swept the news by storm! We're talking about Kokoro's very own Spider-Man!"

Various scenes of 'The Spider-Man' flashed through the screen; the costumed man crawling up walls, swinging around with his webs, a showcase of his fights with the media dubbed 'Shocker' and 'Rhino;. Some of the footage was shaky, provided by civilians who could miraculously get the shots on their portable cameras.

"While he's made his first televised appearance rescuing a construction worker from falling to his death, further research has proven he had been a a presence in the city for well over a month. The earliest sightings were around the Nonoi area, where he stopped muggers and other criminal activities. His most recent appearance had him facing down the runaway Rhino that rampaged through the streets, chasing it away from civilians and bringing the man responsible behind bars."

A brief clip showed a short blond man with his hands cuffed yelling obscenities and crying, before the police shoved him into the car. One of the officers let out a noticeable sigh of relief.

"Naturally with such a strange character running around the city, people have different thoughts and feelings about Kokoro's famed wall crawler. We've gathered various reactions from the public so far:"

The footage then turned to various people giving their unique responses to the question of the Spider-Man

"Kinda creepy, seems cool," came from a young woman dressed in Lolita garb. She opened up the umbrella and walked away.

"He saves people. I trust him!" came from a scruffy looking construction worker with an earnest expression on his features.

"Fuck that dude, he put my cousin in the hospital!" yelled out a grumpy sunglasses wearing man with dark hair. His face went from anger to realization, before continuing, "Wait no that was my dad nevermind, Spidey you rock man!"

"I'll say, I don't like him at all. Positively revolting creature!" An old lady grunted while petting her cat.

"I think he stole my wife's purse, he's a creep!" A man in a business suit said while pointing his finger at the camera.

"He's a menace to society!" That one came from a large mustached man with a cigar on his mouth and a grey sides on his hair.

The footage returned to the news reporter, a woman with tanned skin and a blue suit.

"Based on what we have seem, the results seem mixed. Spider-Man is either considered a hero or a villain. Let's tune into our resident criminal analyst Goro Komori to see what are his own thoughts on the web swinger." There was a fade in transition to a chair. It spun around to reveal a man who had glasses on, and a stern yet arrogant look on his face. His presence is that of one who demands to be taken seriously. Komori cleared his throat

"Thank you, thank you, well first off everyone realizes he's breaking the law right? I am just shocked and surprised everyone's been tolerating this man, he is an awful influence! No one person should play judge, jury and executioner with the criminal justice system. He is a vigilante, all he's doing is emboldening crime and making things worse for everyone involved. Quite frankly he's nothing but pure scum, the police must bring him in as soon as possible!"

* * *

"Fuck off asshole! Spidey's a great guy!"

Tsuyoshi Kotei was angrily shouting. The other students sweat dropped watching him arguing with the TV. Some students whispered among themselves,

"Geez that guy sure is enthusiastic isn't he?"

"I'm just surprised he gets angry like that. He's usually pretty cool."

"Yeah, he's usually got a positive attitude, what gives?"

Shinji could probably explain what gives to these students, but he silently ate his meal since he wasn't sure anyone would believe him to be honest.

The news gave him pause however. While Shinji had already decided that he was going to be Spider-Man no matter what, that analyst just inadvertently reminded him of worries and fears. _'Mayumi or Inumaru might get hurt because of me… what if I hurt other people too?'_

He cringed, placing his arms over his shoulders.

When the news switched to another topic, Kotei looks away from the screen frustrated. _'That guy was wrong. Spider-Man's a hero!'_

He glanced at Shinji on the table. _'The hell's the little shit doing now? Nevermind, he's getting what he deserves for abandoning school.'_

For now, Kotei put on the veneer of a concerned Class President.

"Oh Ikari, remember that you're remaining after school. You missed two whole periods of class yesterday." Kotei crossed his shoulders. "Whatever reasons you may have had, it wasn't worth it." Shinji nodded his head. If only he knew…

"Good! Unfortunately I won't be overseeing your detention." Kotei shook his head, "Instead, Shiarishi is going to keep guard to make sure that you do your job cleaning the homeroom like you're supposed to. Got it?"

"Yes Kotei." Shinji said.

"Right." Satisfied, Kotei walked over to his own table.

Shinji knew he had to face the music sooner or later. He was surprised that Shiraishi is the one who's going watch him.

He wasn't sure what to think of the other boy. Shiraishi seemed like a nice person, but he was friends with Kotei. Should he be concerned?

_'I guess only one way to find out.'_ He thought.

* * *

A guard thought about his boss.

Kenichiro Yashida essentially ruled over the city of Kokoro. Not only had he reconstructed it from the ground up with his company, the one he made for himself after the Second Impact occurred using his family funds. He united the criminal gangs of the city under the Kuzuryu banner, using them to do his bidding, keeping himself afloat with the profits they make. To those who serve him, he is someone to be feared. To be respected.

Yet the guard noticed some things about Yashida. Things no one thought about.

He didn't keep any photographs on his desk. When he struck his opponents down during his sword practices, his eyes were filled with the subtle sent of rage; as if he saw someone else in place of his opponent and needed to prove himself by destroying it. He always had a fond look whenever he rubbed the thorns of his plant. The guard wondered if he was remembering an older time.

Perhaps that was what compelled him to sneak into Yashida's office.

His mind berated him over this decision ever since he walked in. Quite frankly the guard knew his chances of surviving today are slim, approaching the level of zero. Even so… he had to know. The guard was compelled to find out his boss' secrets. It was human nature, after all, to let curiousity guide their paths even if it came at their own destruction.

Coming upon the table, the guard took a good look at the plant that sat on it. It was an old one, some of the color having faded and small leaves fallen. Only the thorns remained as sharp as ever.

He moved behind the desk. Six shelves. He opened one shelf, which had a case of small knives. Nothing else there.

So he opened another. And another. And another.

He reached the last one, and sure enough, there was something in there. The guard took it out, blowing off the dust that gathered upon it.

It was a faded photograph. A black and white image that showed two boys holding up a fish together, with a large bald man standing behind them. He had a yukata and a large sword holstered around his belt. The guard wondered, could this be…?

"What do you think you're **doing**?"

The guard put the photo down on the table as he found Yashida staring him down with an unreadable expression. The Kuzuryu boss walked over to him.

"Sir… I'm sorry sir! I know I shouldn't have but-"

A sharp pain on the chest.

The guard looked down to see the knife stabbing at his heart. He turned his head to see the subtle scent of rage right on Yashida's eyes staring right at him.

His last thoughts before his permanent unconsciousness were simple ones.

'Knife… to the chest…'

The guard laid dead on the floor. Yashida took the phone and made a call.

"Secretary, I need you to send some guards in. Some trash needs to be removed. Also make sure to send a replacement guard soon."

* * *

Cleaning was something Shinji often did.

Yamashiro had taught him many valuable life skills when he was alive. Shinji learned how to cook, how to clean, how to play the cello…

That's why mopping the floors wasn't too much of an issue for him. It was what he was used to.

"You're a steady trooper aren't you?"

Shinji stopped his chore to look at Rai Shiraishi. The other boy had his own mop and was cleaning the floor as well.

"Gotta admit, running off for two whole periods. That doesn't seem like your kind of thing, Ikari." Rai shrugged his shoulders. "Then again, nobody knows what your kind of thing is anyway."

Shinji thought about how to approach this. His tone sounded condescending... but it could be sincere. "I was… doing something. It took longer than I thought."

Rai raised an eyebrow. "What was it?"

Shinji said nothing. The other boy sighed.

"The teacher was gonna give you a harsher punishment, but I managed to convince him to give you a lighter sentence."

Now this surprised Shinji.

"Why?"

Rai shrugged. His eyes turned to the floor in a contemplative manner. "I guess it's because… I understand what it's like. You lost your guardian a month ago didn't you?"

Shinji froze.

Rai took that as an invitation to continue, "Don't mean to open up old wounds but… when my mom died years ago, I would often run away and skip school so I could go see her. It was kind of my way of coping with something and it took me years for me to get over it. Even now I still think about her sometimes."

He raised his head to face Shinji's. "My guess is that you went to see him too."

Shinji's eyes widened. He was surprised Shiraishi would open up like that, even more so that the other boy came to that conclusion about himself.

Figuring it wasn't a total lie, decided to play along with that.

"Yeah… I miss him. He was the only one there for me all this time."

Rai nodded. "Not that I'm in any place to judge, but I bet he wouldn't want you getting into trouble like this." He laughed despite himself. "I know Sunako would have my ass if I tried skipping out again!"

"Sunako?"

At that, Rai got a fond smile. "Oh, she's my older sister. She dropped out of high school to take care of me since my dad just upped and vanished from the face of the Earth." He lost that smile. "Hope the bastard rots in Hell."

Shinji nodded in understanding.

"Hmmm… you're a lot different than i thought you'd be, Ikari. Tsuyoshi said you were some kind of arrogant jerk who's super rude, but you seem like an alright guy."

"Wait, arrogant?" Shinji asked, clearly confused. "Why?"

Rai raised a finger to his chin. "Well I remember Kotei saying something about you rejecting his invitation or something, he explained it like…"

_So I was just with my friends, and we were gonna head to my house and play some games right?_

_Well there was this kid in the class who just sits there by himself. His name was Ikari. He seemed lonely, so I thought hey why not invite the guy over too?_

_"Hey Ikari, wanna come to my place? Everyone's heading there to play some games, so wanna tag along for a change?"_

_Then that Ikari guy… he just looked at us with this smirking condescending face. He had the aura of someone who disdained the very concept of humanity!_

_"No thanks. I'm not interested in any games. Inviting me just to be nice… you don't have to do useless things like that."_

_Useless?! Where did that shithead get the idea he was so high and mighty?_

_I told him to fuck off. I hate jerks like him._

"Oh." Shinji remembered the incident. He rubbed the back of his head.

"Yeah, I did say that… to be honest, I thought he just wanted to humiliate me. Nobody cares about what I do. I… well, I just don't like being with people that much."

Rai nodded. "I thought something like that might've been happened. Kotei acts super nice, but he takes stuff like that very personally. He's kind of petty like that."

That only made Shinji wonder. "Why are you two friends then?"

"The two of us have been friends since childhood." Rai said with a smile. "I just couldn't abandon him no matter what. He can be a nice guy when he wants to. Everyone's got their perceptions about people."

Shinji nodded, wondering about his own flawed perception. For years he thought Yamashiro didn't care about him in the slightest. That he only took care of him out of obligation. Because he was asked to by-

His thoughts didn't go there.

As Shinji found out, Yamashiro **DID** care about him in the end; He wanted to set things right. The boy wondered what else about Yamashiro he was wrong about…

* * *

Mayumi sat alone in the Joho Café.

Normally she would be reading a book, but the subject on her computer screen were various websites and articles about the Spider-Man.

Hero or Menace? That was all anyone on the forums was talking about. With how polarizing comment sections could be, reaching for a decent consensus on the matter seemed downright impossible.

Even so, Mayumi investigated these things in her own search for meaning.

She knew Spider-Man as a hero. That much was proven when he saved her from that crazy guy two nights ago.

Even so, she wondered about his motivations. _'How… why is he was so strong…?'_

She wondered if she could be strong like him. Maybe then-

"YOU! GET THE HELL OUT OF THIS ESTABLISHMENT!"

Mayumi let out a small eep noise, before she turned to figure out what was happening.

It seemed like some kind of confrontation was going on. A boy with a Spider-Man shirt was being pulled away by an older man with a cigar on his mouth and grey sides to his hair.

"Let me go- AAH!"

"LET ME TELL YOU SOMETHING KID! In this café we don't accept fans of crazed criminals like you! GET THE HELL OUT OF MY PROPERTY'!"

With that, he tossed the boy out the door. "SCRAM YOU LITTLE PUNK!"

The cigar chomping man slammed the door and went right back to work, causing everyone to visibly cringe at the exchange that happened. They went back to whatever they were doing before then to ignore it.

Just then, Mayumi heard a ping.

She looked back to her computer screen, showing that she had received a message. It was from _T__. Yamagishi_.

_Don't forget the pills. Come home tonight._

Mayumi felt herself choking.

She was gasping for air, desperately trying to breathe only she wasn't able to. It was like she was _drowning_.

Her hand reached inside of her pocket, desperately clawing for the contents inside. When she felt it, she quickly took out a box of pills.

She took one pill out and placed it in her mouth. She quickly sipped a drink to push the pill down her throat.

Immediately she felt better. The choking feeling had all but disappeared. Her father recommended this for her ever since she was little. He would tell her how expensive they were to make.

Mayumi didn't mean to cause anyone troubles… yet she felt like that was all she did.

* * *

The patrol tonight was rather boring.

Spider-Man swung through the air looking for any criminals on the street, and so far none had shown up.

Shinji could consider this a relief in some sense. After the hectic battle he had yesterday with the Rhino, he could use a break. Using his webs to travel the city was very relaxing. Sure he preferred listening to music on his S-DAT Player any day, but he had grown to appreciate the sensation he got when he made his way through the city like this.

It was invigorating. it was **EXCITING**!

If you told someone Shinji could grin so happily, they would laugh at your face and walk away with your pocket money.

The web swinger finally spotted something. He perched on the roof of a building to get a closer look.

Four suspicious burly men with baseball bats walked into a store. To any onlooker, they would look like thieves about to rob a store.

With that reasoning, Spider-Man jumped from the roof onto the street to confront them. He got into his battle position, ready to take them on.

"So fellas, gonna break into a store in the middle of the night?"

The four guys turned around and shrieked. "OH MY GOODNESS! SPIDER-MAN'S ATTACKING US!"

Wait what?

One of the burley men got on the ground and raised his hands together, "Please mister Spider-Man we were just going to turn in our baseball bats so we could get higher quality gear, don't hurt us!"

Shinji looked up at the store. Baseball uniforms, gloves and bats were present on the window, proving it was indeed a store that sold baseball gear.

"JUST SPARE OUR LIVES MAN!"

As the cries of the men rang louder, Shinji turned around and saw people gathering around to stare at him in fear.

Spider-Man waved his arms around, "Wait you got the wrong idea!"

"Drop down on the ground now!"

As if Shinji's string of bad luck wasn't finished yet, two cops were now pointing their guns at him..

Spider-Man launched a web line and made a swing for it. Luckily his reflexes had improved so he avoided get hit by a bullet again.

Shinji could only sigh. The only way it would get any worse is if he stepped on a crack on the ground or a black cat crossed his path. That would suck.

* * *

"You look tired. Are you alright?"

Shinji and Mayumi walked to school together. Both had the appearances of recently resurrected zombies, their eyes barely adjusting to the morning sun. Mayumi asked that question to the boy next to her, who was limping a bit in his movements.

Shinji for his part shook his head, "I… had problems sleeping last night."

Shinji let out an audible yawn. As he did so, he got a good look at Mayumi. "You seem kind of tired too. Did you get any sleep too?"

Mayumi looked away, "I- I'm good! Don't worry about it."

The boy wondered why she hesitated. Should he ask her what was up or…

No, if she was having problems she would tell him. He shouldn't push.

Mayumi changed the subject, "Did you hear the news last night? About Spider-Man?"

Shinji cringed at hearing that question. "No… what did they say?"

The girl frowned. "Apparently Spider-Man attacked some guys in front of the baseball store and he left before the police could interrogate him."

"Oh." The boy scratched the back of his head, "That sounds kind of bad."

"It does." Mayumi said, "Honestly though, I don't think Spider-Man attacked those people on purpose. He doesn't seem like the kind of the person who would do that. I think he should lay low for a while though."

Shinji's shoulders relaxed a little upon hearing that. At least Mayumi seemed to believe in him. He'll take up on her advice and wait a little bit for it to blow over before going back out.

"Hey Ikari!"

The boy turned his head to find Shiraishi waving at the two of them from across the street. Mayumi looked towards Shinji, a confused face on her.

"Do you know him?"

Shinji nodded, "Yeah… we talked a bit yesterday while we were in detention."

Rai started running across the street to meet up with the duo. Shinji's eyes widen when he felt his spider senses tingling.

Before anyone knew it, a car suddenly hit Rai.

**Notes for the Chapter:**

> Author's Notes:
> 
> A shorter chapter, not much really happens in it except for some character development stuff.
> 
> Originally, I was going to have the chapter set from the police's perspective as they chase down Spider-Man for breaking into Yashida's compound. Then I realized that would mean making a whole bunch of OCs that won't be relevant after this arc, not to mention it being too soon for a confrontation. I was left clueless as to how Chapter 5 would go.
> 
> Then I got around to writing Chapter 4 and I realized that I wanted to do something with how the public perceives Spider-Man, as well as having a character bonding moment with Shinji and Rai. It hit me: I could make the chapter about perceptions. One of the major themes of Evangelion is essentially miscommunication, how people's perceptions of others influence them. So that's how the chapter came about.
> 
> Taking the advice from one of the reviews and going for a chapter ever two weeks. Let's see if I can do it.
> 
> Also for the record, Goro Komori isn't going to be a reoccurring character. He was named for convenience and won't be graduating to main/supporting character status any time soon.
> 
> Edit: These notes came from an older date.


	6. Sand in her shoes

**Summary for the Chapter:**

> A car crash sends Rai to the hospital! A few weeks later, a mysterious figure can morph into sand starts robbing banks! What connection do they share?

_ **Sand in Her Shoes** _

Sunako Shiraishi was tired.

Last night's shift took a toll on her very being, having left her exhausted and looking for rest. As such, Sunako rubbed her eyes as she payed no heed to her trench coat left on the floor or the purse she wielded being left open as she laid herself on the sofa.

Sunako put her hand inside her pocket, pulling out a pile of cash. She smiled, playing with the money now in her possession.

She and her brother Rai had lived by themselves for the vast majority of their lives. To avoid being evicted from their apartment, she sacrificed a promising university career to focus on taking care of her family. Sunako took several decently paying jobs to pay for the rent and for Rai's education.

Sunako loved Rai with all her heart. Her little brother was a very model student, a fact that she could only be proud of. She only prayed and hoped the best for his life.

For now though, since Sunako figured he was going to busy with the Kendo Club after school, she thought she could afford some rest until she's called for another job.

**RIIIIINNNG!**

She thought wrong.

Frustrated, Sunako picked up the phone and answered it.

"Shiraishi residence, who is it?"

The answer almost made her drop phone.

* * *

Doors were violently pushed open.

The elder Shiraishi ran past various nurses and doctors, searching desperately for a single room inside the hospital.

When she came upon a corner, she found three middle schoolers waiting right outside, with looks of worry and nervousness upon their faces.

Sunako recognized Tsuyoshi Kotei among the three. The boy was practically family, having been Rai's best friend for years now. The other two she was not so familiar with. A brown haired boy with blue eyes and a black haired girl with red eyes with a mole a little under her mouth. They must be students, considering their uniforms.

Kotei was the first to step up, bowing to the elder Shiraishi. "Sunako, thank God you're here! Rai-"

"The doctor already told me what happened, Tsuyoshi." Sunako interrupted, wrapping the life long friend in a tight hug. She looked over him to spot the two strangers standing there awkwardly. "Who are you two?"

The girl bowed, "Oh excuse me, I'm Yamagishi Mayumi."

The boy looked away. "Um, Ikari Shinji. W-we got him here as soon as we could."

Just then, a doctor came out from the emergency room. Adjusting his tie, he acknowledged the elder, "You're Shiraishi Sunako, is that right?"

"How is he?!" She demanded to know. She couldn't wait another second.

"Well the good news is that your brother was able to make it. If it weren't for these students over here we wouldn't have been able to save him. You should thank them."

Sunako didn't care one bit. She pushed herself past the doctor to enter the room.

The sight of a fully bandaged boy, lying motionless on the bed nearly lifeless…

His lips moved to let out a slight whisper.

"Sunako…"

A dam broke in Sunako's heart.

"**RAI!**"

Sunako grabbed hold of the handles on Rai's bed, standing next to her little brother, her body refusing to move even the slightest inch away from it.

The doctor looked on with a sad look on his face. He turned to the three students waiting outside.

"Listen, we're going to run some tests." The doctor adjusted his glasses. "You kids will probably need to head back to school."

The three students nodded, bowing in response. Kotei was reluctant to leaved, wanting to remain by his best friend's side… but deep down, he knew there wasn't anything he could do. He could only hope the doctors would do their jobs, so Kotei walked with Yamagishi and Ikari back to classes.

Meanwhile, water was present underneath Sunako's eyes. She held her head down as tears fell down her face.

She felt a hand on her cheek. "Hey don't worry… I'm okay." Her brother tried to reassure her. "I'm alive, see?"

"But Rai…" She said whimpering amid her tears. "Y-you won't be able to walk anymore… you won't be able to swing your sword anymore…"

The boy winced at that. "That's true… I'm just more sad that I'm such a burden for you… you're not gonna be able to pay the hospital bills…"

Sunako held her brother's hand. "You're not a burden. You never are." She kissed it, putting on a brave smile for Rai. "We'll find a way… No matter what."

A knock on the door interrupted the scene. The doctor opened it, checking to see who was on the other side. Then he spoke to the elder sibling, "Shiraishi, there's someone who wants to see you."

Sunako glared while turning around, "Tell them to go awa-"

Her face went from anger to terror when she saw who it was.

* * *

"No no, Ikari, it's _You can't pray a lie - I found that out_."

One week later, and life returned to normality. Shinji and Mayumi sat together in a study session, with the latter trying to tutor the former by testing him on his english.

"_Yuu can't prai a tie— I found dat ouut?_"

It was… not that good to be honest.

Mayumi sighed, the slightest bit of frustration growing evident. "How about this one… _If you tell the truth you do not need a good memory!_"

"_If you… tell trooth... no need good memree?_" Shinji tried to recite, putting more emphasis on certain vowels to see if it helped pronounce them better.

The subtle twitch on Mayumi's eye showed it did not.

"Ok, ok, one more." She said, her patience starting to run thin. "_Human beings can be awful cruel to one another._"

Shinji knew he couldn't screw this up. With all the willpower he could muster, he summoned the words right onto his lips-

"_Hoomana cruel to eachodar?_"

And apparently screwed up so badly Yamagishi, shy and quiet as she was, visibly cringed and had to keep herself from hitting him with the book in her hands.

Mayumi instead let out a groan, "Ugh, you're getting a little better, but you should really keep practicing! There's no way you're going to do well on the English exam this friday with THAT grasp on the language."

Shinji could only scratch the back of his head and chuckle nervously, "I know, I know, I've just been… busy with things."

Translation: Beating the crap out of criminals as Spider-Man instead of doing his homework. You know, like a student should be doing.

"I promise to do better." The boy said as he placed the books on his back pack. "I wish I could speak english as well as you do."

Mayumi let out a small chuckle of her own. "That's only because my father travelled a lot. Since I had to go with him, I had to learn some languages to keep myself from falling behind."

The two got up from their chairs and left the classroom.

Outside though, Shinji felt his spider-sense tingling. Sure enough he felt himself being shoved to a wall, the boy quickly realizing his attacker was Kotei.

"Ikari. I'm going to be quite busy today since I've got a meeting to attend."

Kotei shoves a bunch of folders to Shinji.

"Since you're obviously not, you are going to deliver this homework to Rai's apartment building. The address is inside the folder, understand?"

Shinji nodded in response.

"Good." Kotei walked away from Shinji, adjusting his uniform to look more presentable.

"Have you heard anything from Shiraishi?" The blue eyed boy dared to ask.

Kotei, with an eyebrow raised, looked over his shoulder towards Shinji. "No I haven't… and even if I did, I wouldn't tell you. Don't see how it's any of your business."

"I just… wanted to know if he was alright." Shinji admitted, scratching the back of his hand as he said it.

Kotei snorted at that.

"You know… Rai talked about you. He said you were a good guy… I don't know how you convinced him, but I don't buy for a second. I won't forgive you for what you did!"

And with that, Kotei disappeared into the hallway. Shinji, knew on some level that somehow this would happen.

Even so, that didn't mean he wasn't disappointed as well.

* * *

_'This must be the place.'_

Shinji stood right outside the door. All things considered, he wanted to know if Shiraishi was doing alright.

He delicately raised his hand to knock.

Except when his hand connected to the door, it opened by itself.

Through the door was a living room. Or rather a dead room… since no living soul was there.

Shinji couldn't help himself. He went inside.

Taking a look around the place, it was sparse. Only a small screen television, some chairs, little pictures were present around the whole area, the kitchen area not even separated from the main room. It looked like the place hadn't been taken care of for over a week. Or if anyone lived here, they did a poor job. Cobwebs were on the ceiling, and there was some broken stuff on the ground.

Shinji felt his shoes step on something. He looked down to spot he had stepped on a track of dirt. He saw the line of dirt lead into a small hallway. Curiosity on his mind, he followed the trail to see where it lead…

The tracks changed the more he followed. They turned from a line, into circles… into footsteps that ended outside a flat door. Over it was a sign that read _Shiraishi Rai's Room. Knock first before entering (especially you Sunako)!_

The boy raised a hand towards the door about to knock on it.

However, it slid open.

"How did you get in here!?"

Shinji yelped in surprise. He quickly saw it was the elder Shiraishi (_the boy recalled Kotei calling her Sunako. That must be her name_).

"Um- sorry! I came by to leave this work and the door was open! It's f-for your brother!"

Sunako looked over the boy. Carefully, she grabbed the folders in Ikari's hands and took them from him.

"Thank you, Ikari was it?" Sunako said. "I'll be sure to take it to him."

As she was about to slide the door closed, Shinji had to ask.

"Sh-Shiraishi? Is he… going to be alright?"

Sunako stopped in her tracks just as the door was about to close fully. The elder Shiraishi opened it back sightly to spare a brief glance, a cold look present in her features.

"He will be."

She entered the room and closed the door behind her.

Shinji took that as his cue to leave. He had no business in this matter.

* * *

After that awkward moment, Shinji decided to clear his head.

As such, Spider-Man swung through the city during the nighttime, patrolling the streets he was watching over. He jumped from his web line onto a rooftop, landing on his own two legs.

_'Solid landing.'_ Shinji thought to himself as he stretched out his arms. He looked over the area he was in. The buildings, the people down below…

And the train line that's under construction.

_'That's still being built?'_ Shinji thought to himself. _'I would have thought they had finished by now. I guess construction takes longer than I thought.' _

He thought about the earlier visit to Shiraishi's apartment, his mood turning gloom._ 'Nobody had seen Shiraishi in a while. I hope he's ok…'_

The boy thought the talk they shared during the detention hours was good. He had hoped, even if a little bit, that they could see each other again.

Unfortunately that wasn't what happened.

Shinji knew Shiraishi's disappearance had affected Kotei as well. Credit where it's due, Kotei did care about Shiraishi a whole lot and was worried for his safety. He kept quiet, and hadn't even targeted any students for beatings on the roof for over the week.

Too bad Kotei wasn't going to give Shinji a break any time soon either.

Spider-Man shook his head, launching another web line and swinging on it.

_'Since last week, crimes seemed to have decreased.'_ Spider-Man thought to himself. _'Everything's been quiet, not even a mugger around my neighborhood. Maybe they all decided to pack things up and go home… or is thinking about it going to lead to a huge crime happening?_'

**BOOM!**

_'Dammit, why did I have to be right about that?'_

Spider-Man swung to where the explosion was heard.

_'Oh… Bank robbery. This shouldn't be a problem.' _

Spider-Man landed on the crime scene. He crawled up to the ceiling to the place, which gave him a neat vantage point to inspect the robbers. It was a group of five. Three gunners, one familiar man with gauntlets and…

The fourth one weirded him out. Green striped shirt, brown pants, a mask over their face… It seems like there was some light padding around the shoulders. They didn't seem to be carrying any sort of weapons. Shinji couldn't tell from a glance if the person was a man or a woman. Even in spite of carrying no weapons, they had a strong and determined aura radiating off of them.

Shinji decides to be cautious when dealing with that one. For now, he'll go on the offensive. He jumped straight down to meet the criminals below.

"Hey it's you! Uh… I don't think I got your name the first time." Spider-Man taunted to the gauntlet wearing man. "So Shockleberry Finn, back on the streets already?"

Oshiro turned to him with an angry expression. "Shockleberry- MY NAME IS OSHIRO YOU WORTHLESS MAGGOT! This time I won't let you get away, pathetic creature. Kill him!"

The criminals pointed their guns at Spider-Man, but he effortlessly shot webs from both his hands to jam two of the gunners, pulling their guns away in the process. The third gunner managed to fire at the costumed boy, but Spider-Man jumped over him and kicked his legs, knocking him down.

Oshiro prepared his gloves, and soon fired at the wall crawler. The costumed vigilante jumped away from the blast, which instead hit the two disarmed gunners.

"Stay still, Spider-Man!" Shocker yelled out, blasting at the jumping jack Spider-Man dodging all his blasts.

"Sorry, I'm not a big fan of staying still." Spider-Man taunted his enemy. "Or getting killed, that would probably hurt a little. Now let's see if you can take this **shocking** development!"

**THWIP!**

The webs surrounded the gauntlets like last time, and shorted them out, just like last time. The difference between this time and last time was that Oshiro wasn't knocked out by the shortage. He turned to the fourth criminal, who had just been standing there the whole time seemingly unsure of what to do.

"Don't just stand there… Sandman, GET HIM!"

Before he could even react Spider-Man jumped right in front of the criminal, punching him directly in the face.

"And that about wraps it-"

However… the surface that the fist connected with began to shift and morph, turning into a softer… sandy one.

"-up?"

The criminal- _Sandman, Shinji heard Oshiro call him_\- raised his own hand… the hand rearranging itself from ordinary human skin before coalescing into hard rock sand, forming a large hammer where the hand used to be!

With the transformation done, he swung the hammer directly at Spider-Man, which sent him flying right into a nearby table.

"Of all the weird things that I thought would happen this month… this I did not see coming-" Shinji said to himself while rubbing his head. His spider-sense tingled, which made him turn his eyes to see the criminal raising both of his hands, sending huge chunks of sand directly onto him!

He managed to dodge the attack by jumping onto the wall, unfortunately sacrificing a perfectly good table in the process by allowing the sand to smash it under it's weight.

Before he could even begin to think of a strategy, Shinji's eyes widened when he saw the criminal's **ENTIRE BODY** had turned into sand!

The living sandstorm launched itself right at Spider-Man, who couldn't avoid the living sandstorm that surrounded the costumed boy.

The sand shifted downwards, sending Shinji down onto the floor. He groggily tried to get up, but the sand surrounded him again. Inside the whirlwind, several closed fists were formed around the boy, and they all punching him. Hard.

Even with his Spider-Sense ringing off he couldn't do much more than get hit with the insane barrage of punches.

In the end, a final power punch knocked him out of the bank.

While Spider-Man was left utterly wounded and powerless on the streets, the living sandstorm reformed back into their normal form. They walked over to the area they had previously stood throughout the confrontation, and picked up the padded pieces they left behind when they transformed their body.

With the disguise reassembled, the five criminals escaped the bank and drove off in their van, having successfully gotten away with the money.

"Pffft!" Shinji spat out the sand from out of his mouth.

Shinji felt a sense of déjá vu coming over him as he got back on his feet. He thanked God for the healing factor he possessed, otherwise he might have needed to go a hospital.

He opened up the jacket, revealing that sand had gotten into his costume. Shinji then pulled his pants a little bit, sand pouring out through his legs.

A lot of it.

Groaning loudly, Shinji realized he was going to have to clean this off when he got home. He was left wth only a single question.

_'Who would ever expect to find a beach in the middle of the city?'_

* * *

Professor Inumaru expected the boy to leave him alone after that night. He just wanted to finish up his day and leave the classroom as it is so he could see his wife and son. Maybe invite them to a movie.

Shinji Ikari coming through the door and slamming it basically destroyed that hope. He stomped over to the professor, slamming his hands onto the table.

"You mentioned before that there were projects being done in the city." Shinji said. "Yashida provides the facilities for them. Since you work for him, you must know something right?"

Inumaru raised an eyebrow. "I may or may not know… but you're going to have to explain yourself first or else I won't be able to answer your questions, you brat."

Shinji folded his arms. "Last night there was a bank robbery. I went over to stop them as Spider-Man, but when I tried to punch one of the criminals all of a sudden he turned to sand and attacked. What, are you turning people into mutants or something?"

Eyes widening in surprise, the professor rubbed fingers over his chin trying to process this information. "It can't be… they're already conducting human trials?"

"Human trials?!" Shinji cried out in surprise. "What do you mean?"

At that, Inumaru's face became serious. "I don't know for sure… but this must be the work of the elemental division. Much like how our genetics division try to combine the DNA of animals with… something else… they're probably trying to combine elements with the same strands."

"Like sand?" Shinji asked.

"Not just sand, electricity, fire, water…" Inumaru continued. "I didn't expect them to finish up so soon."

"So is there any way of stopping someone like that?" Shinji asked.

"I'm not sure… wait." A bulb lit up on the professor's head, "Did this… Sandman… release sand from their body?"

Shinji looked at him oddly. "Yeah… where you going with this?"

Inumaru continued from there, "Then it's entirely possible the DNA could only affect the host's body, which means they probably can't manipulate the environment around them. Even so, you should avoid areas of sand just in case. No doubt water or cement will be be enough to beat him."

Then the professor grabs a hold of Shinji's shoulder. "Now get out of my office. I don't want to deal with you any more than strictly necessary."

With those words said he pushed the boy out the door like a person would shoo out their annoying dog who peed on the carpet from their house. Harshly and with little remorse.

This did little to weaken Ikari's resolve. He knew exactly what he had to do now, so the boy walked out with a mission to perform.

"Ikari!"

He turned around to see Yamagishi near the corner of the hall.

"Are we going to continue the tutoring today?"

Shinji shook his head negatively, "Sorry Yamagishi, but something important came up. I need to go. Definitely tomorrow!"

She watched him run off. Deep down, Mayumi understood that Shinji had his own things to deal with. Everyone did. Even so, she couldn't help but wonder if he was intentionally avoiding her.

She hoped he didn't see her as worthless.

* * *

"Here's your pay for today."

Shun Oshiro handed an envelope to the person in front of him. The Sandman, as codenamed by Kenichiro Yashida, opened up the envelope, retrieving from inside of it a pile of cash. Sandman counted over 200,000 yen in the stack, and was very satisfied with the amount.

"You should feel proud of yourself." Oshiro continued having sensed the Sandman's mood. "Not only do your sand powers work exactly as intended, you also managed to beat the Spider-Man close to a bloody pulp. You'll be getting your money in no time."

No one could see through the mask, but the way the body shook revealed the news filled Sandman with relief.

Oshiro raised one finger to put an end to that though. "However… there is one last thing you need to do. One more job, and the medical treatment will be paid for in full."

The Sandman nodded, eager to take the assignment.

"You must kill Spider-Man."

That eagerness turned sour when those words were heard.

"Don't look so surprised. The little insect has been a disrupting influence on the boss' operations for well over a month! We can't just let him hang around for much longer. Kill the spider, you get your money. Deal?"

The Sandman opened lips to refuse the offer… but stray thoughts drifted to the very reason this was being done to begin with. Why the grafted powers were accepted.

Sandman had no choice but to accept. It would be massively irresponsible to stop now.

Oshiro smirked. "Good. Now here's where you might find him…"

* * *

Spider-Man swung through the city once more.

_'Whoever the Sandman is, clearly he's working with… Ocean-o?'_ Shinji went over the situation. _'Those guys are members of the same gang.' _

He kept himself on the lookout to see if there was any bank robbery in progress, or some shipment being made.

What he had learned over the course of a month was that the shocker guy was just a small fish in a large pond. He's limited to bank robberies for some reason, probably a test before he earns Yashida's respect or something. Yashida must also trust him enough to use the sand person experiment in these robberies.

With this information, anywhere where that Oshiro guy was doing crime, the Sandman would there too.

That's why the costumed vigilante was swinging to make sure he's not missing anything in his search. He has to track down Sandman fast or else. _'I mean, who knows what might happen?'_

Suddenly a sandstorm came, the strong currents pushing Spider-Man onto the ground.

'_That… that might happen._'

Shinji pulled himself up from the ground, ready to fight.

He looked around to notice he was… in a construction site.

The same construction site where he fought the Rhino last week.

Which was filled with lots and lots of sand.

'_Greattoo_,' Shinji thought to himself in engrish. He noticed around the area there was the exploded canister from last time, some construction trucks, a cement mixer, and a hose connected to a pipe. The building being made had made some progress, the beams going slightly higher than before.

Then, a small whirlwind appeared in front of him, reforming into a vaguely humanoid shape with no obvious features.

Huge sand bags for fists punched Spider-Man into a support beam before he could even react. The sand then starts surrounding the web swinger, sticking Spider-Man to the beam slowly crushing him to death.

Shinji knew he had to act fast. His body slowly losing to the sand made it hard to think. He took a quick glance to see if there was anything he could use.

He saw the cement mixer was next to the Sandman. Spider-Man launched a web line to the switch, pulling it. The mixer released the cement, making it drip around on the ground. Just enough cement passed through Sandman's feet to trap them.

As Sandman looked down confused, the sand arms briefly let go of Spider-Man, a big mistake since he jumped away and took cover behind a truck.

The Sandman was unable to break out of the cement on his own. However, he decided that even with the cement there was still potential for a counterattack. His arms turned into giant hands that surrounded the truck.

Too bad for Sandman, Spider-Man hid under said truck.

Shinji took his time to analyze the situation. The fact that Sandman has reached out with his hands rather than summon the sand around the area had confirmed Inumaru's theory that it could only be generated from the body rather than the environment. This makes things easier, since now he could have something approaching a plan.

The cement was a neat trick to keep Sandman in place, but Shinji doesn't know if there's enough to hold them there. Water… Shinji needs to find water-

Spider senses tingling immediately alerted him to dodge a squashing hand.

With Spider-Man now out in the open, the Sandman turned both hands turned into hammers, trying everything possible try to whack him with them. However, Spider-Man's reflexes were just quick enough to dodge the incoming attacks!

The wall crawler jumped around the beams, none of Sandman's attacks hitting him. Shinji caught sight of the hose on the ground.

With the goal set, he jumped from near the top of the beams across the court… landing on the ground behind the Sandman. He grabbed the hose and sprayed it all over Sandman before they could even react.

Having had enough of the fight, Spider-Man jumped right in front of the muddied Sandman and punched his lights out!

The living sandstorm landed on the ground. Their feet stuck to the cement, the muddied legs stretched out and as the sand slowly coalesced back into a more human form. Their hand reached out to the sky, as if they were looking for someone.

"No… not like this…" They groaned out.

"I'd say that was a fun time in the beach… but then I'd be lying." Spider-Man walked over to the Sandman. This time, he could get a good look at the face.

He was surprised at who it was.

"… Shiraishi?"

* * *

_Shun Oshiro tipped his hat to Sunako as he shooed away the doctor._

_"Good afternoon, Miss, My deepest condolences to you and your brother."_

_Recognition was in Rai's eyes. "Wait a sec- I know you. You're the Shocker guy Spider-Man fought!"_

_Oshiro gave him look that was… well, like a convicted felon who didn't want to be reminded of the time he got caught. He ignored the comment. "Anyway Shiraishi, you've always done good work for the Kuzuryu. Which is why we have a proposal for you."_

_Rai's widened. He turned to face Sunako. "Sunako… you work for him? You're a criminal?"_

_Sunako turned away, making sure Rai couldn't see her eyes. She stood up and confronted the man in front of her._

_"What kind of proposal?"_

_Oshiro smiled. "A proposal that could save your brother's life and restore his ability to walk… for a price."_

* * *

Sunako Shiraishi laid before Shinji, her eyes wide in fear. Her muddied body was unable to change it's shape, having hardened already.

"Get away… stay back!"

The boy was surprised at this turn of events. He tried to reach out with his hand, "Shiraishi, what happened to yo-"

"**SHUT UP**! You have no idea what I've been through! What I've sacrificed!" Sunako shouted, trying desperately to escape but could not.

The gate opened up behind the two, sirens sounding off.

"Sacrificed what?" Shinji said, "What happened, let me help you!"

"HOLD IT RIGHT THERE!"

The boy turned around and saw the cops, who were all pointing guns at the two of them.

Shinji raised his hands, "Wait stop, you don't understand-"

"YOU'RE UNDER ARREST! PUT YOUR HANDS IN THE AIR"

"But hold on, I can explain!" The costumed vigilante tried to say, but his words were drowned out by the sirens blaring.

"WE SAID STAND DOWN! GET DOWN ON THE GROUND!"

Shinji realized at this moment the cops would only shoot him if he stayed. As such-

**THWIP! **

"FIRE!"

As the gun shots fired on, Spider-Man swung on a web line to make a clean get away. When he stood on the rooftop, Shinji looked back to the construction site one more time.

He had so many questions about Shiraishi he wanted to ask… but those answers will have to wait. Spider-Man leaped across rooftops to leave.

For now, the fate of Sunako Shiraishi shall remain uncertain…

* * *

"Good news Mr. Yashida, the Shiraishi girl has been contained."

Yashida was pleased at this news. Their first experiment with combined DNA was a success. While 'Sandman' was defeated by the obnoxious wall crawler, it was shown that the HERZ science divisions he housed not only were viable, but could produce effective weapons of mass destruction. Already he realized he can make money selling it off to military contractors or black market dealers.

Either way, the Kuzuryu crime boss is happy for once.

"Wait… oh no, this isn't good sir. Shiraishi has escaped the containment cell!"

That happiness came to a swift and unfruitful end. Yashida closed his hand around the phone tightly.

"What?! How!? We had the cell made specifically to contain her!" Kenichiro shouted into the phone.

The other line let out a small gasp, then continued.

"No sir… the other one… Shiraishi Rai. He shorted out the doors with his bare hands!"

**Notes for the Chapter:**

> The great thing about Spider-Man villains is that they're very flexible and prone to change. Unlike Batman's bad guys who are always meant to have fixed identities (Edward Nygma is always the Riddler), you can basically make up new characters to fulfill the same roles. That's why I've made the changes I did to the villains. Shinji Ikari has similarities to Peter Parker, but that doesn't mean he IS him. He's not a super genius, in fact I see him working more in a restaurant than in any scientific field. His journey has to be different, and his enemies need to match. They can't just be Spider-Man's villains… they need to be Shinji Ikari's villains too.
> 
> I've noticed some people were confused as to what costume Shinji is wearing. Here's an excerpt from Chapter 2:
> 
> "He had a red jacket with no sleeves, instead showing white sleeves which were also the color of his pants. He had some black gloves and a white mask, with some odd yellow lensed goggles on top of it. In the center of the jacket was a little squiggly symbol of a spider."
> 
> Basically, it's a version of the Homemade outfit Peter wore in the MCU before getting the suit from Stark. The differences are in that the blue parts of the outfit and the mask are grayish white instead of blue and the goggles have yellow lenses. This is due to Shinji basing the design off of the original Ultraman. He won't get the classic outfit until waaayyy later. It's something he has to "earn" so to speak.
> 
> Anyway, tune in next time, for how Rai Shiraishi managed to escape, and probably the second, and arguably bigger change to the Evangelion canon aside from the very premise of this story!


	7. When Sparks Fly

**Summary for the Chapter:**

> With the Sandwoman captured, Spider-Man finds himself in an electrifying encounter against a new foe! Kotei on the other hand seems to be shifting priorities...

_ **When Sparks Fly** _

It is a rainy night in the city of Kokoro.

Water drops showered over the crowded streets of the city. People fled as fast they could, whether into their homes or into some place for cover, to escape the darkness and rain from the outside.

In hindsight, this would serve as an incredibly convenient cover as it helped prevent any random bystander from noticing something rather odd above their heads.

Visible on the power lines were yellow sparks that traveled down the cables. These sparks moved with a sense of hurried purpose, having gone past several areas over a short amount of time. Eventually, these sparks found themselves stopping next a dark alleyway.

Location set and match, the yellow sparks flowed out of the power lines, brightening up the alley considerably as currents crackled through the night.

Out of the awesome crackling electricity, a form started taking shape, into that of a rather young boy.

The boy fell onto the ground having exhausted himself. His hands clutched the floor, trying to remember a physical reality.

Deep breaths.

The boy remembered things… what he went through… what they did to him…

Heartbeat rose.

Sunako… Shocker… The Kuzuryu…

Eyes opened wide.

Rai Shiraishi took note of the surroundings around him. His senses having returned, the younger Shiraishi was at last able to perceive the world once more. With his eyes he saw shiny bright lights in human shapes, these lights being fuzzy, disrupted by the raindrops that poured down on this night. He winced, feeling some sort of pain from the drops falling on his body. As those drops came harder, he looked down to see his hands.

They glowed.

Confused, he finally took notice of the puddle that was formed in front of him. Looking at it, Rai thought he would find his own reflection staring back.

Instead he found a strange yellow bald face in the water, the image blurry from the sparks surrounding him.

"No…"

He punched the puddle.

"No… no!"

He banged his hands onto the floor in frustration, not noticing the pain he felt when he splashed himself hitting the puddle. The rain poured harder.

"No, no no no nononononono NO!"

The sparks of electricity became louder and more violent as his mood became laced with anger.

"WHAT HAVE THEY DONE?!" Rai Shiraishi shouted those words into the void.

There were many reasons this had been the worst week of his life so far. First he got hit by a car as he waved to a new friend, then while he laid in bed he found out his older sister was a criminal who used the stolen money to pay for everything they have ever had, then she struck some kind of weird deal that ultimately ended with him getting experimented on by a bunch of scientists.

It was hell. It was **TORTURE**.

Facing the horrific fate of it all, Rai knew he had no choice. He needed to escape, so escape he did.

He had no clue about the destination, nor what to do.

All that mattered was the need to leave.

To anywhere.

But Rai was no fool. He would need help, And he knew only one person who could help him…

* * *

"That went a lot better than I thought."

That was the thought that left Shinji Ikari as soon as he left the English Class. Friday was the end of the week, so he and Mayumi Yamagishi walked together to make it to the cafeteria for lunch as per usual. They were moving past rather large windows as the girl let out a sigh of relief over the ordeal.

"See Shinji? I knew you could do it if you studied hard enough." Mayumi said happily with a small measure of pride.

"Yeah, I couldn't have done it without you Yamagishi." Shinji said with a smile on his face. "You were a great help."

"Um, oh thanks." Mayumi waved the compliment off. "It's not like I did much."

Shinji was about to respond, when he felt a familiar headache coming over to him. He raised his eyebrows when he realized what it meant.

'_Spider-Sense!_' Shinji thought to himself.

Concentrating his attention, the boy looked around and tried to spot the trouble. Students walked together or were getting things from their lockers.

But nothing out of the ordinary so far.

"Something wrong, Ikari?" Mayumi asked in concern.

Shinji briefly turned to her, "Umm, nothing. I just… had a weird feeling."

The boy looked out the window which had a view of the soccer players kicking the ball to each other, the large fence that surrounded the school.

It was past the fence where Shinji did see something strange. It was a brief moment, but the boy saw a strange yellow blur hiding in plain sight. This blur wasn't there for long, having disappeared into the crowd.

But that didn't matter, it just meant Spider-Man was going to have to investigate this further.

"Out of my fucking way."

A violent shove pushed Shinji to the ground. He looked up and saw Tsuyoshi Kotei stomping his way through the hallways. Mayumi went over and helped Shinji up from the floor as quiet whispers came from the students watching.

_Whoah what's got his panties in a twist?_

_So weird to see Kotei mad like that._

_Well I mean Shiraishi's been missing for a week, wouldn't you be upset?_

_I wouldn't know, I have no friends._

Shinji's spider sense rang even after the strange man vanished from his line of sight. It got stronger around Kotei's presence. While he could just chalk that up to Kotei's terrible personality, it remained the same level as the man from outside. Could Kotei be in some kind of trouble?

'_Why do I have to be the one to save him?_' Shinji asked himself. '_Oh right… because I mustn't run away._'

* * *

The final bell rang and Tsuyoshi Kotei walked alone.

His thoughts turned to his life so far. For most of it, he was focused on a goal. To be the best he could be and prove it everyone he possibly could. To that end, Kotei became the class representative, excelled at every class and played himself up as a kind and courteous individual, becoming the very model of a good student for his school.

To make sure that no one was able to rise above him, he used his charm and charisma to get the school's delinquents and losers to beat up on every other student who dared "break the rules" or had any chance of going against him. This process had worked out in his favor for years.

So why did Shinji Ikari infuriate him so much?

In the years that led to today, Kotei realized that being truly successful meant making friends, so he made sure to befriend who he could. Ikari had been the only one who chose to refuse outright, mocking his efforts by calling them useless. Tsuyoshi Kotei was not useless. He was the best. Just like Spider-Man.

The very second Kotei saw Spider-Man on the news he was already entranced. The speed, the power… he beat those criminals like they were nothing! Kotei saw in Spider-Man the qualities of success he wanted for himself, strong, quick witted and the ability to enforce his own rules. Stupid news reporters, they don't understand Spider-Man at all! He was simply the best.

Kotei wanted nothing but to prove he was the best. After Ikari's insulting comments, he made every effort to stomp on Ikari's spirits and make his life hell. Kotei took him to the rooftop of the school and beat the crap out of him with his buddies. He hated the little snot, Ikari was just a weak, sneaky little shit. That was the status quo, and had been for years.

But that all changed a month ago. Shinji Ikari, a complete wuss by his own standards, not only dodged his punches, he broke his hand.

He broke.

His.

FUCKING.

hand.

Not just that, something had changed in Ikari. The shithead stood up to him more than once. It was like he didn't care one bit about what Kotei thought anymore. The class representative was used to be at the top of the food chain, so he was caught off guard when being challenged in any way.

Even his followers started mocking him for the way that "fight" went and it was that particular moment that led to Kotei realizing he had no real support in this school. No one. Only sycophants who were willing to stab him in the back the very instant he let his guard down.

Worthless trash. He surrounded himself with worthless garbage and was utterly alone.

Except there was one. A shining gem in a sea of piss, Rai Shiraishi.

No matter how bad Tsuyoshi got, Rai was always there for him, with a warm smile and a chill atitude. The two had been friends ever since Kindergarden. He had been over his friend's apartment enough times to have thoroughly known Sunako, they were like family.

The day he found a broken Rai in the emergency room… that was something he never thought would happen.

Without Rai, he was alone. Suddenly success was an empty word. It didn't serve him well at all when he heard the negative words said behind hid back, or the hollow feeling he had at the moment. But there was one truth he definitely knew for sure… he'll be damned if he asked Ikari for any help. Ikari was a total bitch and will never amount to anything in his future.

**BZZZZZZZZZT**

The thoughts were interrupted by a strange sound.

He turned around and suddenly a series of yellow bolts landed next to him, which caused him to fall. The nearby civilians ran off in a panic, leaving Kotei by himself to deal with the situation.

The bolts were revealed to connect to an electrical current… and the electricity shifted, transforming and shaping itself into a strange figure.

A distinctly _human_ figure.

"GET THE FUCK AWAY FROM ME YOU CREEP!" Kotei screamed in horror, struggling to get away from his supposed attacker.

The strange being waved his arms, "Tsuyoshi wait stop-"

"HOW DO YOU KNOW MY NAME?" Kotei lashed out, holding his hands over his face trying to cover it, "DON'T HURT ME!"

As Kotei whimpered in terror, the figure stopped all movement. The electric bolts crackled audibly in the silence that ensued.

At that, Kotei took a glance at the electric man… and found a familiar shape in the face.

"It's me… Rai!"

Tsuyoshi was astonished at the sight in front of him. "Rai… wha… what happened to you?"

Rai responded in a calm tone, "They took me from the hospital… they did something to me! I think they did something to Sunako! I didn't know who else to turn to, I need yo-"

**THWIP!**

The sound of a web line interrupted the panicked electric boy.

"First sand, now electricity? I swear whoever sends you guys out should learn something about brand consistency!" Spider-Man said to the intruder while crouching on a lamppost.

"No… no NO!" Rai yelled out. He was in major panic mode due to a lack of desire to fight. As such he did the only thing he could possibly think of.

He transformed back into electrical volts, escaping into the power line above. The yellow volts were still visible on the cables however, so Spider-Man decided to give chase,

"Hey get back here!" Spider-Man yelled out as he swung on a web line.

Kotei got up and dusted off his uniform, then proceeded to run.

"Wait STOP! He's not a bad guy Spidey!" He tried to call out to the retreating web swinger.

Tsuyoshi knew Rai was scared and needed help, Spider-Man needed to understand that! He had to catch up to them before a bad situation became worse.

In his haste however, he forgot a critical problem with his plan. A rather basic oversight really.

A regular civilian like himself trying to follow an electrical voltage man and a costumed vigilante swinging on webs attached to buildings… is going to have a hard time keeping up with them.

* * *

"Hey, don't run away! Just want a little chit chat!"

Shinji didn't know where he got his smart mouth from. He remembered being more sarcastic some years ago, but Kotei's beatings put an end to that. Perhaps the mask and the lack of consequences gave him the bravery to pull this off.

Either that or the nerves.

He had to give the guy credit, electric guy over here was quick. The volts travelled through the power lines pretty fast, even Shinji had a hard time being able to chase it.

'_I need to draw him out somehow_.' Shinji thought as he considered the cables. Then he dropped down slightly ahead of the guy and kicked the power line, breaking it.

The cables snapping caused the high voltage being to jump out of them. Perfect, now all Spider-Man had to was grab him and-

"GYYAAARRRGGGHHH!"

Turns out trying to grab a purely electrical superhuman… was a bad idea.

Spider-Man felt nothing but pure pain when he dropped to the floor.

Rai looked over him, "No way… I- I didn't mean it!"

Shiraishi jumped into the air… and started flying? Yes, it seemed like the electrical currents were charging him with enough power to float in the air. Rai noticed the lights were going out in the buildings surrounding him. '_I see, if I keep on absorbing the electricity, the more power I get… I gotta keep flying, don't want to get caught by Spider-Man!_'

The aforementioned wall crawler managed to recover, looking to the escaping electric man and quickly ran to resume the chase.

"So what's your story, sparky? Took a wrong turn in aquarium and got bitten by radioactive eels?" Spider-Man glibly asked.

"Go away!" The high voltage Shiraishi threw several bolts at the web swinger.

Shinji's spider sense alerted him to the danger, yet it took all he had to avoid the bolts, dodging one, using a pole to spin dodge another, and then running on the wall to avoid a third. This one led to the windows shattering, the broken glass stabbing Rai in the arms.

"Gragh!" He groaned in pain. However, the injury was being healed almost instantly. It appears that absorbing the electricity helps him recover from injuries. Nevermind that though, Rai flew away to avoid further injury.

As Shinji crawled after Electro, he considered what he could do. Straight up hitting the electric man wasn't going to work, since grabbing him only resulted in pain. Something Shinji very much wishes to avoid thank you very much!

He remembered the battle with Sunako, how she could manipulate her body to form sand constructs, but not the environment. Considering Electro's actions, it seems like he needs a steady source of electricity to power himself. Spider-Man will have to find a way to cut him off from power.

Considering he was in the middle of a city, that would be kind of hard.

'_Wait… maybe it doesn't have to be in the city._' Shinji thought of an idea of how to take care of that.

Rai floated in the air, looking back to see he had Spider-Man. '_Good, that means I can get back to Kotei and-_'

**THWIP! THWIP!**

Rai turned his head up.

"_CANNUN BARRU!_"

The horrific english distracted Rai enough to get hit by Spider-Man using the lid of a garbage can to kick him.

The kick sent him down crashing into the street, Spider-Man bouncing off of the lid and landing on a sewer lid. "What's the matter sparky? All out of juice?"

Shiraishi got up, groaning at the pain. "Just… just GO AWAY!"

Spider-Man kicked himself upwards as the bolt shot at his way. As he jumped, he moved to a nearby parking meter. He snapped it from it's place and jumped towards the electric man. The web swinger hit his opponent with the meter, keeping him from making any moves.

Rai for his part was getting tired of this whole thing. "Stop it! Just-"

Spider-Man noticed sparks traveling along the meter. He threw the meter away from himself, watching as it blew up.

The electric man tried to regain his senses. He rubbed his eyes in frustration as he looked around for the web swinger. "Where are you-?"

Then he felt two legs kicking him from behind. This caused Rai to get off balanced, unable to stop himself as he fell into the sewer lid.

In the process, he ended up getting submerged in the water, a final bout of electric volts flying before swiftly fizzling out. Spider-Man crawled inside the sewer and jumped to the ground.

'_The sewer water should be enough to short his lights out._' Shinji thought as he took a few steps closer.

A person came out of the water, coughing as he held on to the nearby platform and climbed hi way back up. This time Spider-Man finally got a good look at the guy he was chasing the whole time.

Immediately Shinji regretted it, as Rai Shiraishi looked up with a terrified expression sitting naked and waving his hands in a mercy motion.

"Please… I did- I didn't mean to hurt you! Don't hurt me!"

Shinji was surprised immensely at this turn of events, the second time a powered down opponent was someone he knew. "Shiraishi…?"

"STOP!" Kotei yelled out, having slid down the ladder and interrupting the scene. He stopped to pant heavily in complete exhaustion.

'_I can't believe I'm doing this… I'm going against Spider-Man!_' Tsuyoshi thought to himself in panic mode. Spider-Man was what he wanted to be, his own hero… but Spidey was wrong. His body moved without thinking, as if instinct already made his choice for him.

He went in between the costumed vigilante and Rai, stretching out both hands to protect his friend from the supposed hero. "Don't hurt him Spider-Man! If you try… I'll- I'll stand in your way!"

"Tsuyoshi…" Rai looked up gratefully towards his friend, a small nervous smile on his lips.

Shinji waved him off, "I wasn't going to… I'm just confused about what's going on. Shiraishi, what happened? How did you get those powers?"

Rai stumbled up, "I was… in the hospital… someone visited… it was him, the Shocker guy. He was working for some guys…"

"The Kuzuryu…" Spider-Man said.

Rai nodded, "Yeah! Sunako… she was working for them."

"What?!" Kotei said surprised. "That's so unlike her! Why would she do that?"

"Apparently she payed for everything using their money…" Rai said bitterly. "Next thing I know… I was taken… I was experimented on. I escaped by shorting out the doors and now-"

He sobbed, wiping tears from his eyes, "Now they turned me into some kind of freak! I don't even know what happened to her!"

Shinji held his head low. "I'm sorry… these guys, they take advantage of people for their own personal gain! I hate them!"

Kotei winced at that. "Look Rai, we're gonna find her. Spider-Man's a big shot hero, he can do it!"

Spider-Man placed fingers over his chin. "As a matter of fact… I think I might know someone who could help."

* * *

"… and then the three iguanas lived happily ever after all together."

Kuruto Inumaru smiled at his son as he finished the story. He rubbed Taiten's forehead softly as the boy's eyes desperately tried to keep open, even as the bags under them denoted his sleepiness.

"One more dad… one more…" Taiten said, but his body betrayed him when he let out a loud yawn.

Inumaru merely raised the covers over his beloved child to tuck him in, "I'm afraid that is the last story for tonight. You have school tomorrow my little Taiten."

Taiten made a face, but unfortunate for him he honestly was tired. So he closed his eyes and laid on his pillow.

"Good night my son… sweet dreams." Kuruto said, moving to leave a little smooch on his son's cheek.

He turned off the lamp, and made sure to close the door properly. Maasa should be asleep in their bed at this point as well probably waiting for him. Kuruto will make it there, but he had something important to do first.

The professor went downstairs, struggling to not make loud sounds, especially with his right foot since it hit harder than his left one. He just wanted- no, NEEDED- to get some water for the night.

He grabbed a water bottle from the refrigerator and started drinking off of it like mad. What can he say, he was just realy thirsty.

Some of the water spilled out of his mouth, so he turned on the light to see if he could clean it-

"Professor!"

Inumaru let out a gasp when he saw Spider-Man leaning on his window, and in his shock ended up spilling the milk over the floor.

"What the hell are you doing here?!" Inumaru angrily whispered, as Spider-Man let himself in.

"Sorry, do you need help with that?" Shinji asked politely to the professor.

"No no, I think you've done plenty enough, Mr. Ikari." Inumaru wiped away the milk from the floor, naturally displeased with the teenager who decided to just barge in like a jackass, "Now would you mind explaining what the hell are you doing here?!"

Shinji said nothing. He just stared down, looking at something.

Inumaru turned to where Shinji was looking at. It was his right leg… or rather, a substitute for a leg. A plastic prosthetic was wrapped around a stump.

The professor responded coldly, "Yes, I don't have a leg. Everyone lost something in the Second Impact… even me. Now are you going to keep staring at me with pity or are you going to actually explain yourself?"

The boy winced at the reaction but spoke up to answer, "Professor, do you know about Shiraishi?"

Inumaru put fingers over his chin trying to remember, "That student in the Kendo club right? Yes, he had been missing from school for over a week due to the accident. What about him?"

"He was kidnapped by the Kuzuryu and experimented on." Spider-Man bluntly stated.

"… what?" Of all the things Kuruto expected, this was not it. He was downright shocked at that. "That can't be true."

"But it is!" Shinji yelled. "He and his sister were turned into some kind of weird mutants by your scientists! They have Sunako captured, you have to help her! Help them both! Where do you think Shiraishi could be being kept?"

Inumaru shook his head, "No, I won't help. Get out of my house!"

"No!" Spider-Man- no, _Shinji_\- grabbed the professor by the collar of his shirt. "You can't just leave them like that! You're going to help!

A brief stand off happened between the two. They glared each other both refusing to compromise, neither move a single inch.

"Spider-Man?"

Both of them turned to see someone standing at the doorway. It was Taiten Inumaru, who was curious about the noises he heard down the stairs. Spider-Man let the Professor down gently.

"Daddy… what's going on? Is Spider-Man hurting you?"

Inumaru looked away in shame. "No... Spider-Man needed my help with something."

Taiten then looked up excitedly, "Oh really? So cool, I hope you and Mr. Spider-Man could save the day!"

Kuruto let out a reluctant smile. "Yes… could you please go to bed? I promise not to disturb you anymore."

Taiten yawned, "Okay. Good night!"

Thus the boy left, leaving Inumaru and Spider-Man alone.

Kuruto Inumaru looked over Shinji Ikari with a glare… but sighing. "You're right… I can't allow children to be experimented like that." He adjusted his collar. "I may be wrong, but there is a chance you could find Shiraishi in this place…"

* * *

The security guard was bored.

Bored because this facility is pretty boring to be around. This particular district was in the slums, so not a lot of interesting people to meet in his opinion nor any girls he could ask out.

Surrounded by dreary gray walls with barely any human soul around wasn't exactly his dream job, but it was his only source of income.

The guard walked from one end of the hallway to another. One would think security cameras would be enough to inspect the area thoroughly but no. Guards had to keep watch, no one likes rats who steal cheese from the place.

No siree, not this guy.

He took a look at the camera. He was pretty sure that someone on the other end was making fun of him. The guard pulled a middle finger towards it, "Fuck you asshole."

Then the camera suddenly **EXPLODED!**

"Wait what the fuck-" was the guard's last words before getting punched out.

Spider-Man rubbed his hand as the sparks from the camera reformed into Rai Shiraishi. Rai took a look at the door in front of them both. "She's in there."

"How do you know? Are you sure?" Spider-Man asked.

Rai narrowed his eyes, "I'm sure. The light is all weird and wobbly. There's like a dozen other guys behind this door."

Shinji was confused what he meant by the light. He decided not to question it, as he took a fighting stance. "You ready?"

Shiraishi ignored him. For his part, he raised a hand towards the door.

**ZAP!**

The door was blasted down. Any hint of doubt disappeared with that action.

Unfortunately, the guards inside the room pointed their guns at the duo. They stood in-between a large canister that showed sand whirling around, keeping it from forming a shape. A label would show Subject: SANDMAN.

"Hold it right there! It's the escaped subject Electro, and he's brought the Spider-Man!"

Rai blasted electricity at the guns, which shocked the guards causing them to to drop their weapons as Spider-Man rushed in front of Shiraishi to deck two of the guards out cold.

"You're not going to escape!" The guards grabbed their backup batons and rushed forward to attack.

Spider-Man with his quick reflexes managed to dodge two baton hits, deciding to aim low and swipe at both guards' legs to put them off balance. As he did that he elbowed another guard coming after him in the stomach and then grabbed a fourth guard to throw him at a wall.

Meanwhile, Rai went through the guards attacking him like knife through butter. They were all shocked just by touching him, having zero protective equipment against a being made of electricity.

Rai reached the canister and angrily charged up his hands.

"Sunako!" The electric man yelled as he launched volts at the canister, breaking it open!

"Rai!" the elder Shiraishi yelled in return, as she turned into a blazing storm, knocking out any other guards hat remained.

Sunako then spotted the wall crawler and was immediately angry. "Oh no, not you again! I'll make sure you STAY dead this time!"

Right before she could attack Spider-Man however, Rai went in between her and Spidey blocking her way.

"Don't worry Sunako, he's with me." He said.

"What? But he-" Sunako stopped when Spider-Man waved his arms.

"I'm sorry. I didn't realize there was a problem. Now I'm here to help." The wall crawler said.

Sunako briefly turned her hand into a hammer… but then returned it to normal. "We have to get out of here."

Rai nodded. "That we do."

A beggar walking down the street that night would later a tale of how some sort of lighting sandstorm broke out from a normal looking building, and the spider guy being carried along with it.

The other beggars would then throw bottle caps at him and laugh for having such wild hallucinations.

* * *

"We can't stay here."

In the outskirts of Kokoro, those words created an air of finality as Rai and Sunako stood in front of Tsuyoshi and Spider-Man. A truly bittersweet moment, as the sand woman and the electric boy looked at each other with trepidation.

"Yes… the Kuzuryu have a lot of influence in the city." Sunako stated. "They could track us down. We need to leave."

Tsuyoshi Kotei's eyes burned with tears. "Dammit… why did this have to happen…?"

The boy felt arms surrounding his body… he saw Rai's face looking right at him.

"Tsuyoshi… no matter what happens, you have always been my friend." Rai smiled proudly. He hugged his dear friend tighter.

Shinji Ikari saw a side of Kotei he never thought he would see… a side that showed he could cry, that he could care for others in any way.

A side that came out by Shiraishi's ruin… Spider-Man clutched his fist in frustration.

Rai let go of Kotei, before motioning to Spider-Man. "Come over here. There's something private I have to tell you."

Shinji was confused by the request, but obliged. He and Rai walked over to one side, as Sunako went over and hugged Kotei as well.

When they had enough distance, Rai said, "Looks like you've a got a heart of gold after all… Shinji."

The spider boy's eyes widen in surprise. "Wha- how?!"

Rai smiled. "Since I escaped, I was able to see these lights… I figured that these were electrical signals inside people. I was able to see those bright lights… and both Shinji and Spider-Man have the same brightness."

Rai threw his arms around Shinji, pulling the boy into a tight hug, "Could have used less sewer water… but thanks for everything."

Shinji didn't respond. Not in words anyway. The boy awkwardly returned the hug, clearly not used to such an affectionate gesture from anyone. Rai let go as Sunako walked to him.

"We're leaving." She said.

Rai nodded. The two shifted into their non corporeal forms, Sunako into a living wave of flying sand while Rai turned to electrical voltage and returned to the power lines. The Shiraishi siblings made their leave to parts unknown.

Shinji didn't know what to make of any of this. On the one hand, he felt guilty for being unable to help them any further… but on the other hand he at least saved their lives. That was as much as he could do.

"Spider-Man…"

The boy turned to see Kotei, his eyes glistening with bitter tears and an angry glare present. He shook his fist in rage.

"Promise me one thing… make them pay… stop the Kuzuryu before they hurt anyone else alright?!"

Shinji placed his arms on his hips, "You're assuming I wasn't already planning on it."

What happened tonight led Spider-Man to one conclusion… he had to stop Yashida. No matter what.

* * *

The train arrived in the morning.

The people stepped out, each one going about their own business as usual. Nothing much interesting about here.

What was interesting was one passenger. A brown haired woman held a suitcase as she walked to the nearby balcony to see the view. She wore a yellow turtle neck shirt and had a lab coat over it. Her green eyes looked over the city with some slight contempt.

"A technological marvel huh? What a joke." She said to no one in particular. The scientist had seen far better back in Tokyo-3. She sighed, having already been informed of Yashida's contact being late.

The ride was a long one and it took a lot of her. However, as the resident doctor she had things she needed to do.

Important things… like setting up the MAGI system for the city of Kokoro.

"Let's just hope Ritsuko's having a better time than I am." Naoko Akagi said to herself, rubbing her forehead to stop the headache she was having.

The scientist remained blissfully unaware of what fate had in store for her…

**Notes for the Chapter:**

> Electro and Sandman were always two of the more sympathetic members of Spider-Man's rogue's gallery, so I thought it'd be a good idea to pair them up like this.
> 
> Before writing this fanfic I took a look at the Toei Spider-Man series and the 70's Spider-Man manga drawn by Ryoichi Ikegami for research and see how they adapted the character for Japanese audiences. I've slipped some references to both, but in particular I would like to point out that the Shiraishi name came from the manga, which was the last name of the Electro of that story. Otherwise, we never get a first name for Electro in there while the sister was younger, had a different name and was the love interest to Yu Komori, the Spider-Man of the manga.
> 
> Yes I bet you're wondering how Naoko Akagi is alive. Aside from this being an AU, how was this possible? Why? Those questions will be answered in the next chapter: "Menace"
> 
> Edit: The title of the chapter was originally called Electric Boogaloo before it was changed to When Sparks Fly.


	8. Menace

**Summary for the Chapter:**

> Spider-Man faces a tough crowd, as Naoko Akagi arrives to Kokoro to unveil her new experiment, neither aware of how their fates will intersect.

_ **Menace** _

"It is a pleasure to have you with us, Doctor Akagi."

The sunset cast a gloomy orange hue over the office of billionaire businessman Kenichiro Yashida. A dark mood hanged over one Doctor Naoko Akagi as she shook the hand of the man in front of her.

"The pleasure is all mine, Mr. Yashida." Doctor Akagi politely said. "I assume the preparations have all been taken care of."

"Yes yes," Yashida waved it off. "The MAGI system is close to completion. All of the machinery has been constructed according your specifications and designs. The only barriers remaining involve programming the codes that only your brilliant mind would be able to provide."

Naoko smirked. "Yes, well if there's anything I've learned over the years it's that some things are to be kept close to your chest. It's those little things that keep you alive after all."

"Right you are." Yashida looked at the plant on his desk, rubbing the thorns gently with his fingers. "Will you be able to show it off to the public tomorrow?"

"Of course sir, you doubt my skills even after all this time?" Naoko questioned.

Yashida stopped moving his fingers around the thorns. "No… I just wonder if you'll be prepared to handle any… bad publicity you may receive during the presentation?"

_a tiny whimper snuffed out_

The doctor's smile gave a subtle twitch. "I assure you Mr. Yashida… I will be able to control myself when the time comes for my experiment to be shown."

"I hope so." Yashida said, "You are an amazingly talented woman, Doctor Akagi. Talent should be recognized wherever it may lie. Our mutual benefactor recruited you precisely because of that. It would be a shame if talent was drowned out due to simple human error."

The two stood in silence, staring each other down in a brief yet drawn out moment.

In the end, Naoko stood up from her chair. "I know very well what human error can do. I'll head to the lab for final adjustments on the MAGI."

She turned around and walked out of the room, the clicks of heels reverberating across the room.

When the doctor left, Yashida heard a beeping sound. He pressed a button on his table.

"Report." called out the hologram that formed from a projector above the office.

"Doctor Akagi will be complete the MAGI system." Yashida explained. "By tomorrow, it will be installed into the city mainframe."

"You do not seem too pleased by this piece of information" The hologram stated.

"I would be lying if I said I was." Yashida admitted, rubbing his forehead. "These super computers control elections and politicians are to follow their every command. I own't be able to control the balance of power in this city.."

"Ah yes, your little garden would be spoilt by a machine." The hologram said with a tint of mocking amusement. "Not that it is a concern of mine whether your control remains or slips, but you will be pleased to hear about your latest assignment."

That caused Kenichiro to raise an eyebrow. "And what would that be?"

"The Committee wants Akagi out of the way." The hologram explained. "According to them, she knows too much and her precarious mental state may soon leave her unable to function as NERV's head scientist. Ikari in particular wants Akagi's daughter to replace her. Your task is to kill her off when the time is right."

"I shall see that it is done," Yashida responded in the affirmative. There was one question he had to ask. "Is there any particular manner in which you want me to kill her off?"

The hologram then revealed a rather nasty grin. "Make it public… and make it painful."

* * *

Naoko Akagi lit up a cigarette.

She let out an audible cough, covering her mouth with her hand. Readjusting her hat, Naoko walked inside the average crowd in silent contemplation. The doctor wondered about how things had led up to this point.

Akagi pulled out something from her purse. A small magazine, the cover included a picture of a herself. The caption stated in big letters: **SCANDAL! NAOKO AKAGI'S PRIVATE AFFAIR!**

Where did her life go?

Once upon a time ago, Naoko Akagi was the head scientist of GEHRIN, and one of the most accomplished scientists in the world. It was her biology research into the brainwave patterns of the human mind and her skill in engineering that led to the creation of the MAGI system. A trio of ultra powerful super computers that calculated the likelihood of the outcomes in any situation. Copies of the system had been produced across military facilities around the world, and soon they spilled their way into society, taking over elections in an effort to run cities to their maximum efficiency. Naoko had based the brilliant brain wave patterns that ran the MAGI on herself, building upon the three aspects of her soul: Melchior, representing the scientist, Balthasar being the mother (_How Naoko let out a sarcastic chuckle into her cigarette at that thought_), and Casper based on the woman. By all accounts she should be respected, even admired for creating such a revolutionary change in the world.

That was not to be. And it could all be traced back to a single man.

_"He says that old hag is in the way, the old hag is of no use to me any more."_

Gendo Ikari… she had loved the damned bastard ever since their years in college. Not even when he was married to Yui Ikari did her crush on him fade. When Yui had her little accident, Naoko took a chance and made a move on Gendo. They had been intimate… but deep down, Akagi knew his heart wasn't into it. The pleasure only belonged to her; the relationship was entirely one sided.

_"Yui" he moaned into her neck._

It didn't help when she brought that blasted girl.

Rei Ayanami was an enigma. Naoko went through all of the girls records and found nothing. No family, no prior history… it was like the girl never existed. Akagi was sure Gendo had something to do with this matter. Ayanami's resemblance to Yui Ikari was too strong, too much to be an ordinary coincidence. Even her smile was exactly the same as hers. Naoko hated that smile with every fiber of her being. She hated that pale little thing every time she saw it.

Then the girl stopped smiling, and Naoko wasn't sure if it was any better. Ayanami, having been a somewhat sociable girl beforehand, had suddenly shut herself off from other people. Naoko wouldn't lie, it creeped her out.

That was only the beginning. Shortly after the MAGI was completed, Gendo stopped seeing her entirely. Not even an excuse or token explanation, nothing. The affair had simply broken without any words exchanged. The elder Akagi was only slightly disturbed when she saw the man had begun to hang out with Ritsuko. From all indications it seemed like her daughter was quite taken with Ikari.

Naoko didn't ask any questions when Ritsuko stumbled out of the office panting heavily.

Somehow, as she oversaw the installment of the MAGI systems across the country, news came out that detailed an affair between herself and the head of the newly crowned NERV. Since then, she heard countless mocking insults. She heard them all. Bitch… dirty slut… a whore…

_She tightly gripped the thing in her hands_

"Morons." Naoko muttered to herself. "They'll believe anything that makes them feel better."

She felt something missing from her arm. Naoko turned to see some man in shorts and a wife beater making off with her purse.

"What the- GET BACK HERE THAT'S MINE!"

The thug had the audacity to turn around and respond, "Ha bitch! Why don't you go and hump your hubby?!"

Suddenly the thug was held up in the air by a piece of webbing.

"Whoah whoah WHOAH! Treat the lady with some respect you pervert!"

Spider-Man went out of his way to shoot more webbing to keep the criminal tied up. As the costumed vigilante went about his task, Naoko Akagi's jaw opened as she looked on with surprise and shock on her face. '_The Spider-Man… he is real?_'

She had heard the news reports about him before coming to Kokoro. The doctor naturally assumed it was some kind of publicity stunt or at least some exaggerated rumor.

Apparently the universe decided to prove her wrong, as the vigilante got down to the ground and walked towards her with the purse in hand.

"Ta-da! Here you go lady!" Spider-Man said triumphantly as he handed the purse to the doctor. "One stolen purse returned to the rightful- and lovely- owner!"

Unsure of what to even say or do, Doctor Akagi could only nod and take the purse back from his hand, "Th- thank you?"

She didn't mean to phrase it like a question, but the vigilante didn't seem to take it personally. Before any more words could be exchanged between the two, the nearby crowds started to react.

"Holy crap it's the Spider-Man!

"He's trying to attack that lady!"

"Get away from her you freak!"

The aforementioned Spider-Man waved his arms in front of them "No wait you got it all wrong! She was being attacked and I-"

Suddenly he felt a brick hit him.

"You leave her alone, creep!" Spider-Man heard someone shout, the crowd surrounding him starting to yell at him.

A bottle flew at him, cutting into his cheek.

"Why don't you just leave us all alone web swinger? You're just a menace to society!" shouted an old man with a bandana over his head.

"Yeah! FREAK!" Another woman, who had taken the liberty to drag Naoko Akagi away by grabbing her shoulders.

Without seemingly any support, Spider-Man quickly launched a web line, swinging away from the scene before it got any uglier. Naoko pushed the woman off of herself, shaking with anger over being dragged around.

"What the hell was that?" Akagi yelled at the dragger, who looked at her confused.

"We just saved your life from a dangerous man!" The dragger closed her eyes and put her hands over her hips. "Spider-Man is just a low down thug trying to ruin the lives of us normal people."

Naoko would try to argue the point, but frankly she was tired and needed to get back to work. She settled instead for flipping off the person in front of her before going back to walking.

_'I guess I'm not the only being unappreciated by stupid, ungrateful masses.'_ she thought to herself. _'I hope you're safe wherever you are, Spider-Man.'_

Akagi realized that she couldn't feel the cigarette in her mouth. She let out a loud groan.

_'I must've dropped it when Spider-Man showed up.'_ Naoko thought to herself. _'God damn it.'_

* * *

Shinji Ikari arrived tired to school the next morning.

Not that he was ever really "fine" to begin with, but not even his healing factor could quite take the stings out of yesterday's little fiasco. Shinji knew people hated Spider-Man, but to throw things at him and chase him off? That hurt.

"Hey look over there!" Shinji heard someone say. The boy looked up to see the news playing on the TV screen.

"_The Spider-Man sightings continue! Just yesterday the masked vigilante had assaulted a man and was threatening another civilian until a crowd gathered around him and chase him off._"

"Hey that can't be what happened!" Tsuyoshi Kotei yelled at the TV screen. "Spider-Man's a goddamn hero, you guys are just cowards!"

Shinji tuned him out as he continued hearing the report.

"_As more and more incidents have piled up since his appearance, people have started questioning the vigilante's motives from attacking harmless civilians delivering their baseball gear back to the store, to the rather sudden appearances of the powerful Rhino, the deadly Sandman and the elusive electric man suggest a pattern of creating the villains he fights._"

Shinji cringed at that piece of information. While the Rhino came completely out of nowhere, he did mistake those people for thugs. While he didn't create "Sandman" and the electric man, the Shirashis were experimented on by the Yashida Company. He couldn't help but feel responsible for what happened to them, especially since the had to leave the city Shinji still regretted chasing Rai down without letting him explain. That it was someone who was nice to him that he attacked that night made it worse.

"_All this information paint the city's infamous web swinger in a negative light. Without any word from the vigilante himself, all we have is guess work on any potential motivation. Who is the Spider-Man? Is he just a menace after all? Stay tuned to find out, live from-_"

It was then that Shinji heard whispers among the students around him. They all had reacted to the news in their own ways, but a commonality was found among them.

_Is Spider-Man really a bad guy?_

_Seems like, it does seem weird all those guys show up while he's around to stop them._

_I never trust anyone wearing a mask!_

_Yeah he's just a bully with bright Sentai clothes!_

"Hello Ikari."

Shaken from the negativity that surrounded him, Shinji turned to see Mayumi Yamagishi's smiling yet flushed face looking upon him. He had to admit, despite the bad things piling up. it was good to see he had at least one he could count as a friend.

Shinji smiled and replied, "Yamagishi, hello! How are you?" Mayumi nodded, "W-well, I have been, um, fairly good I guess?"

As she let out a small giggle, Shinji felt something tugging at his chest. He tried to push down that feeling as he saw Mayumi recomposing herself.

"I um… I wanted to ask you about something, if you don't mind that is!"

Shinji wondered what sort of question she was going to ask. Really hoping it wasn't anything related to Spider-Man (_or something worse, he thought in the back of his mind_), he answered with "R-really? Um, sure, what do you want to say Yamagishi?"

The girl's face flushed, before looking away unable to look at Shinji's face. "My father… he has an obligation to attend an important event. I think it's some kind of technology presentation that is happening tonight. I'm supposed to come as well, but-"

Then Mayumi turned back to face the boy. "I asked him if I could invite someone along t-to join us. So…"

Shinji Ikari was not a genius, but even he picked up the lines she was going with "Are… you asking me to come with you?"

The girl nodded quickly, "Yes! I mean, erm of course! But you're probably very busy and don't have to come so if you can't come I completely understa-"

"I want to!"

The girl looked up surprised. Shinji continued, "I mean… it would be good. To go! With… you? I can go."

At that Mayumi showed him a smile, "Thank you so much! I was so nervous about this, I hope I didn't cause any problems!"

"N-no not at all!" Shinji waved it off. "I don't have much else to do anyway."

The girl grimaced a bit, but the smile remained. "Good, good."

The two stood there somewhat awkwardly. Suddenly the bell rang.

"Alright you animals, time to head back to class!" Kotei shouted over everyone, gathering the class in a neat line.

The two dorks looked at Kotei with a measure of surprise. "He's changed… Kotei is acting like a representative should." Mayumi mentioned in passing.

Shinji scratched the back of his head. "Yeah… it feels like things are changing so quickly. I'm not sure if that's a good thing."

Mayumi didn't say anything. The two walked together to join the line, thinking about what will happen tonight.

_'It's probably going to be a small party anyway, nothing to worry about…'_ Shinji thought to himself.

* * *

"This is going to be one of the biggest nights of my life and I will be DAMNED to see it ruined!"

Naoko Akagi was had many things attached to her name during her time on Earth. Among all of them, no could deny "determined" being one of the more fitting ones for her.

She wiped the sweat from her forehead as a glass of water was placed in front of her.

"Here you go ma'am." said a woman in a suit with her hair tied in a bun. Naoko took the glass and drank it whole.

"Thank you very much… leave me be. I still have important work to do." The doctor said while motioning her hand to shoo the assistant out.

"If i may, Doctor Akagi, shouldn't you be resting?" The assistant dared to ask with some concern, "The event is tonight, surely you could take a break and let someone else handle the MAGI?"

At that, Akagi gave the assistant a look. A fierce glare delivered with an aura that promised pain and fear for all who gazed upon it.

"No I won't… I've gone too far to stop now." The doctor answered in an evenly matched tone, yet one tinged with the subtle fragrance of barely hidden rage. "This HAS to be perfect. I'll never escape HIS shadow if I don't do this… now why don't you bother someone else already or go jump off a cliff like the lemming you are?!"

An eep came out of the assistant's mouth, as she only barely let out a mumbled "yes ma'am" before running away like a mouse.

"Fucking idiots… all of them." Naoko Akagi muttered to herself. She noticed there were four more power modules that needed insertion.

"Hmhm, good thing I have just the thing." The scientist grinned. She took out the suitcase next to herself, opening up to find the invention she needed. It was a small project, something she worked on in between moving around the country. If she could build three super A.I.s based on her own brainwave patterns…

"Why not a smaller one for a mundane utility?" She finished out loud. The harness was carefully strapped around her stomach. Once it was safely secured she pressed a button to activate it.

* * *

Shinji Ikari was very quickly overwhelmed the moment he arrived to the party.

'_This is really huge!_' were his thoughts as he saw a parade of faces with fancy clothes talking to one another, having conversations he couldn't begin to understand or follow. The boy looked down to his own clothes, feeling rather out of place with his hand me down suit and tie that he didn't properly adjust. He was so used to Yamashiro doing it for him-

'_Don't think about that!_' Shinji cursed in his mind. '_Just find Mayumi… maybe things won't be so awkward then._'

Shinji did not notice how he used Yamagishi's name.

It was going to be hard to find her, due to how many people there were. He couldn't just go up to someone and ask them, they might not even know who he was talking about! He suddenly felt a headache coming around. The boy felt very self conscious. He always had some headaches when in crowds. He wondered what if he showed up at the wrong place or she played a prank or-

Shinji then felt a finger tapping on his shoulder. He had a moment of mild panic as he quickly turned around to find Mayumi staring back at him.

"Oh there you are, I've been looking all over for you!" The girl stated. "I hope you didn't get too lost… it's kind of overwhelming isn't it?"

The boy rubbed the back of his head, "Well… it kind of is? I'm not used to being around… so many people…"

The girl chuckled, "Me neither… I only go to places like these because my father goes to them."

Familial obligation… Shinji somehow got the sense he'll understand that soon enough. He was confused when he saw a frown form on Mayumi's face. Her hands found their way to Shinji's tie, beginning to fiddle with it.

"Oh, your tie is messed up. Can I fix that?" Mayumi asked politely, her face flushing.

The boy also blushed as he quickly said, "S-sure!"

And that's how Mayumi ended up fixing Shinji's tie into something vaguely resembling proper attire. Somehow her presence made it easier for Shinji to ignore the presence of the crowds that surrounded the two. Only then did the boy get a good look at Mayumi. Her glasses, which she had the entire time they've known together in school, were nowhere there to be seen as her red eyes were able to be seen in all of their glory. Mayumi was dressed in a rather dark shade of violet, and there was a bit of lipstick applied to her lips. Looking at her determined expression Shinji couldn't help but think she was pretty.

"There we go, all done." She said sweetly pulling the boy out of his reverie. "My father should be this way, come on!"

With only a mumbled yes Shinji suddenly felt himself being dragged by Mayumi past the crowds. Even though his headache was getting worse, the boy wasn't truly worried. Mayumi was guiding him, and he felt somewhat happy knowing that.

Shinji spotted a man conversing with someone; a woman with a lab coat. The man had a dark green attire, a purple undershirt and black tie, standing out among the crowd in his gaudy get up. As Shinji got closer, the boy noticed this man did share a strong resemblance to Mayumi. He had a similar humble and unassuming demeanor, black hair and somewhat pale complexion. The biggest difference was in the eyes; in contrast to Mayumi's ruby red eyes, this man's eyes were blue like the sky. Those very same eyes found their way from the woman he was conversing with towards the boy, and soon this man turned to meet him and Mayumi.

"Father," Mayumi addressed him formally. She gave a slight bow, "Pardon me for interrupting, but this is my friend from school, Ikari Shinji."

The man- who Shinji now knew was Mayumi's father- gave him a look over. "I see…" He then gave a toothy smile. "Pardon me, I am Yamagishi Tachiagaru. It is indeed a pleasure to meet a friend of my daughter's."

The elder Yamagishi offered Shinji his hand, which the boy returned with a timid reply, "Um, nice to meet you as well."

Tachiagaru let out a laugh. "Don't be so nervous. You'll never meet people if you keep hiding like a hedgehog. Pardon me, allow me to introduce you two children to the guest of honor. Meet the famous Doctor Naoko Akagi!"

Shinji looked over to Naoko Akagi, who had a look of shock on her face she proceeded to shake his hand. "Um, pleased to meet you as well, Doctor Akagi."

The doctor quirked an eyebrow at that, "You've never seen me before?"

Shinji wondered what she meant by that. He thought something about her was familiar, where he could have heard of her before… "Wait, I think I read about you in a magazine. I think it was about a Geo Front."

Naoko let a smirk appear on her face. "Yes… that was a few years ago. GEHRIN found it lying underneath the ruins of Hakone during excavation efforts in Second Impact. I was already working there as it's head scientist. You seem to know a bit young man."

Shinji wouldn't really say he knew that much about what she actually did. He only had that particular magazine because his father happened to be mentioned in it. Still he didn't want to disrespect the doctor at her own party so he merely politely asked, "So this event is about your experiment?"

The doctor nodded, "An experiment would imply it was incomplete? No, what's presented here has already been installed this system multiple parts of Japan, only now the time is right to properly show it off to the public."

"I hope it goes well." Shinji said, smiling just a bit. "You seem very proud."

A smile that was returned in kind, if a bit strained. "I hope so too…"

Just then Akagi brought her fingers to her ear. With a frown, she said "That my dears means that I'll have to depart. I will see you all soon and maybe we can all have a nice discussion about my work."

She then walked away from the three, disappearing into the crowds. At the silence of the two men Mayumi finally spoke, "I hope things go well for her. Her reputation was messed up some time ago so I hope nothing bad happens."

Shinji raised an eyebrow, "What happened?"

Mayumi answered, "From what I heard she slept with the head of NERV, someone named Gendo Ikari."

When she didn't hear a response, Mayumi turned to find Shinji with a look of complete shock… with a hint of disgust to go along with it.

"… what?" was all the boy could muster.

* * *

Naoko Akagi wondered what sort of luck she had to run into the spawn of that man on the very night she was supposed to finally break away from the controversy that lead the entire fiasco to begin with. Was she cursed by the universe to be thrown off a bridge or some other accursed fate? Was this a punishment from God?

_'No, I can't let this throw me off balance.'_ She shook her head to distract herself. _'You have a crowd to impress.'_

"Gather around ladies and gentlemen, for it is time for Doctor Akagi to take the stage!"

Naoko was slightly dismayed when her arrival got only a token round of applause. _'No matter'_ she clenched her hands. '_They'll all see.'_

Once she finally stood in front of the microphone, Akagi cleared her throat… and prepared to speak.

"Hello everyone in the crowd, I'm so painfully sorry to interrupt what must be a wonderful conversation with strangers about the weather or your marriages, neither of which will be looking too good tomorrow I'm afraid to say (_that drew some laughs from the crowd, with Naoko found promising_). Right, well tonight you're about to witness years of planning and perfecting on display. Roll the curtains!"

The curtains rolled back to reveal a gigantic metal box, to which the crowd expressed their awe at.

"This is the future of technology… highly advanced A.I.s. designed to predict the possibilities and outcomes of any given decision to their most pin point accurate and logical conclusions. They have already been adopted in every other city in Japan, and now Kokoro, the crowning jewel of Japanese technology, shall receive this wonderful piece of machinery for them to wield! No more possibility of governmental corruption, no chance of Yakuza or corporate interests ruining things for the common man, all governments will be streamlined using the MAGI system!"

This drew a large amount of applause from the crowd who were all eager and excited for this development. Akagi found herself very pleased at this reaction._'The first step to clean my reputation.'_

"All that it needs now is to properly activate it… and luckily I'll be able to do so!"

She took off her lab coat… revealing four long mechanical arms come out from the back of her back, stretching out for the public to see. The arms moved to pull the switches allowing the MAGI to start up.

The crowd continued applauding wildly. The loud clapping was music to Naoko's ears, who loved every moment of this adoration. One reporter was finally came out to raise a microphone up.

"Very impressive work Doctor Akagi, this demonstration proves you are indeed a brilliant scientist." the reporter said. Naoko was not sure if the reporter was being facetious with her tone of voice, "Tell me, how does the MAGI work? What are those things on your back?"

Naoko anticipated this line of questioning, "Very good question, the MAGI is controlled by three super computers based on my very own brainwave patterns. Using the biological components the computers make accurate calculations based not only on the cold logic of machines but also the intuition only humans could come up with. These mechanical arms are similar, though the harness is connected directly to the brain like so-" Naoko turned around to let people see the harness connecting up her scalp. "-the brain controls the arms do whatever I please. This is really a side project, though I'm considering perfecting it for mass production sooner or later."

Various oohs and aahhhs were heard. The reporter seemed somewhat impressed as well, "I see. You said something about the MAGI and the arms deriving their tech from your brainwave patterns?" Akagi nodded, "Yes! Only someone of my genius is capable of producing such marvelous pieces of machinery!" "Wow… I didn't think a woman like you would have ego!" The room suddenly went quiet. A man in a trench coat stood out from the crowd and raised a finger at Akagi in the podium. "You seem fine with talking about your perfect brainwave patterns… tell us, did that brilliant mind also tell you to you fuck your boss too?

Naoko glared at the heckler in the ground. "Who the hell is this man? Somebody get him out of here."

Even as she gave that order more people started jeering from the crowd.

"She fucks her boss and talks about how perfect she is? What does she think she is?!"

"Bet she thinks we're low down sheeple who'll accept anything huh? Well guess what bitch you're just a stupid bitch!"

"Akagi you suck!"

Each passing jeer and yelling made Akagi's ire grow more and more fiercely. 'I came all this way to help these mindless slaves and THIS is how they repay ME!?' Naoko's thoughts soured more and more. 'How dare they? How dare they insult her genius in her own conference?!'

"The world doesn't belong to you old hag, go away!"

_Old hag… old hag old hag oldhagoldhagoldhagoldhagoldhagoldhag_\- those two words triggered something in the darkest part of her mind. Her eyes snapped to attention and her face contorted to complete and utter **RAGE**!

"**SHUT UP!** SHUT UP ALL OF YOU! YOU DISGUSTING WORTHLESS PIECES OF TRASH COULDN'T COMPREHEND THE MAGNITUDE OF WHAT I HAD TO DO, WHAT I HAD TO SUFFER TO GET MY WORK TO YOU! YOU WOULDN'T UNDERSTAND EVEN IF MONKEYS STARTED BEATING YOU WITH STICKS THAT HAVE MY NOTES PRINTED ON THEM!"

The man in the trench coat chuckled, "So finally revealing yourself for who you are huh? Well then-" He raised his hands. "-Hope you won't regret it by the end."

* * *

**BOOM!**

All the guests gasped when they heard the explosion. They all immediately started running out the exit to escape whatever disaster struck.

"What's going on?" Mayumi asked as she was being pushed out of the way. "Shinji? SHINJI? Where are you?"

"Mayumi!" She heard him yell, but Mayumi before could reach out she froze at her shoulder being grabbed. Tachiagaru Yamagishi had a stern look on his face. "Don't worry about him, Mayumi." He said. "We have to get out of here ourselves."

The girl shook her head, "No father! We can't just leave him behind!"

She felt pain as the grip on her shoulder tightened. Her father only responded, "I have a funny feeling he's going to be fine. But we won't be unless we move."

Mayumi frowned, but nodded. She couldn't disobey her father, not here. She only prayed that Shinji turned up alright.

* * *

"Target in my sights. I'm gonna finish the job."

Shun Oshiro, alias Shocker, stood before an unconscious Naoko Akagi. He prepared his gauntlets once again.

"Nothin personal, Doc." he said with a smirk. "Just business."

Just as the gauntlets were about ti fire, a familiar string of web covered them.

"Nothing personal?" Shocker looked up to find Spider-Man crawling up the wall. "I'm pretty sure trying to murder someone can be considered pretty darn personal in my book."

Oshiro only smirked, "Yes indeed, our plan went quite well. I sabotage the experiment and you come in to save the day. You truly are a genius."

Spider-Man looked at him confused. Then he heard people speaking, "Hey this was all a set up?"

The costumed vigilante realized Oshiro's plan, but by then it was too late. People started pointing up at him.

"He really IS a menace!"

"Attempted murder so he could show off? How low!"

"Somebody stop him!"

"No, he's lying! I didn't-" Spider-Man raised a hand, but suddenly his spider sense alerted him to bullets.

"Get down here! You're under arrest!"

Shinji bitterly realized his words wouldn't matter. Defeated, he swung away to avoid getting arrested.

Meanwhile, Akagi was picked up by the ambulance. A doctor checked her for a pulse.

"Good news everyone… she's alive. Barely managing, but she'll live."

* * *

"Just last night, Spider-Man and Shocker were reported to be working together to sabotage the presentation of the MAGI system, which lead to Doctor Naoko Akagi being taken to a hospital. As more reports come in…"

"Damn it!" Shinji punched the table while turned away from the TV in progress. "As if things weren't bad enough…"

Why do they always confuse him for being a villain? Why do they always ready to show him as a villain? He was only trying to help, yet so many people are ready to believe the word of a criminal rather than himself.

It was honestly maddening to the boy. What was he doing that was so wrong?

"Ikari!"

Shinji found Mayumi pulling a seat to rest on it. The girl had a look of concern in her eyes.

"I was so worried!" She asked, "Where were you, what happened?"

The boy had a downcast expression. "I, uh… I wasn't able to get away in time, so I watched the fight."

God that sounded silly even to his own ears. Luckily for him, Mayumi nodded in understanding, "Y-yeah, it was pretty crazy what happened… thank God Spider-Man was there." Shinji grimaced. "Yeah… too bad about him…"

"… back at the party… you were so surprised when I mentioned Akagi had slept with Gendo Ikari." Shinji asked. The girl nodded. "The thing is… that man… is my father."

This surprised the girl greatly. Her mouth was covered by her hands as she gasped. "Oh my God… I didn't know, I'm so sorry!"

"No no no I'm sorry!" Shinji said. "I wasn't- I mean I didn't-" he sighs as he slumps his shoulders, "My father doesn't really call or talk to me about anything… I didn't know either."

Mayumi adjusts her glasses, "So that explains it…"

Shinji raised an eyebrow, "Explain what?"

At that the girl flushed a little, "I'm sorry, I just kind of thought Yamashiro was your father somehow."

The boy blushed. "N-no… he wasn't…" He said with a slight whimper.

Mayumi detected a tone of longing on it. She decided not to press further on this front, instead wondering how she could help out. Then something came to her.

"My father… knows the hospital where she's staying at." Mayumi reluctantly said. "Maybe, if you want… I could tell you the location so you could visit Doctor Akagi? To see what she knows about your father?"

Shinji was incredibly surprised upon hearing. "R-really? You don't have to do that, why would you?"

"Because…" Mayumi paused for a bit. She took a breath and continued, "I can sort of understand. My mother… I often wondered about her and what she was like. Any time I asked my father he'd change the subject or say nothing. So I want to help."

"Mayumi…" He breathed out. Then his lips curled into a smile. "Thank you."

* * *

_Naoko heard small footsteps behind her. She turned around and spotted a pale young girl with blue hair and red eyes staring back at her._

_"Eh, did you need me for something Rei?" Naoko asked with a strained smile. Honestly, that girl's existence creeped the hell out of her._

_"I lost my way down here." The little girl responded in an emotionless tone._

_"Is that so…?" Naoko turned to face Ayanami fully. "Would you like to come with me then?"_

_"No." Rei said plainly. "It's not your business. I can find my way home by myself old hag."_

_Old hag… those two words made Naoko's spine shiver. Bad enough Ikari hadn't been talking to her for over a month, but now this girl dares to insult her?_

_"You shouldn't call someone an old hag, Rei." She said with a growl, slowly standing up from the chair._

_"But that's what you are aren't you?" The little girl said. Her eyes narrowed as a cruel smile appeared on her lips. "The Commander is the one who calls you that."_

_Naoko Akagi's eyes widened at that. The girl continued, "He says that old hag is in the way, the old hag is of no use to me any more."_

_Those words danced around in Akagi's mind, reverberating and repeating over and over… For a moment, the face of Rei Ayanami shifted and turned into the one she hated most of all._

_Flashes of the affair with Gendo flared up as Yui Ikari's lips spelled out old hag._

_Suddenly her hands were grabbing Rei's neck, crushing it as hard as she could with every fiber of her body._

_"You little bitch!" She screamed as the room turned red. "You're just an alternative you hear that?! You're just as replaceable as me!"_

_Then, the livid anger she felt quickly dissipated and the room returned to normal… as Akagi held the corpse of a little girl in her hands._

_"No… no this can't be!" She said to herself. "This didn't happen… this… never… happened…"_

_The doctor remembered this. At first she thought it was a dream she had, an awful dream born out of her jealous feelings and her deepest insecurities. Now though, she knew this was real._

_The Commander told Rei she was an old hag… the Commander released her affair to the public. Gendo Ikari was responsible for all her pain._

_No… everyone was at fault. They all laughed at her, mocked her, were so quick to turn against her. Not anymore._

_They'll be sorry… she'll make them **PAY**._

_As the darkness became clearer and clearer, she heard whispers all around her._

_"… is it possible to remove the harness?" "No, the explosion fused it into her body. If we tried we would kill her."_

_"Poor old hag, I can't believe she'd be down here like this."_

Doctor Akagi's eyes opened.

* * *

"So this is the place..." Shinji said to himself as the doors closed behind him.

He walked down the hospital hallway. There were things about his father he wanted to know. He couldn't ask him… not since _that day._ But maybe if he was lucky he could ask her and see whether she had a perspective on him that he did not possess.

Hopefully she could leave out the part about having sex with him. Shinji did not need to know THAT much.

As he continued walking, he felt a headache coming over him. This could only mean one thing.

"Spider-Sense… great what now?" He whispered to himself. He place himself against the wall and sneaked further down. When he heard screams coming from a room, Shinji went over to investigate.

Looking into the room, he was not prepared to find the the utter **horror** lying in wait.

At least three dead bodies lied on the floor with holes in their chests as a nurse was being chocked to death by a mechanical arm, and another was violently shoved into some equipment, murdering them on impact.

"Help! Heeeeellll- AAUGGHH!" The nurse's cries were being smothered by the second.

"Old hag was it? OLD HAG?" The crazed doctor yelled into the nurse's face. "I hope the pain you feel a thousand times more than my own!

A web line stuck to the arm, a pull causing it to drop the nurse. Naoko turned around to see a red and blue hero standing in defiance.

"So do you always casually murder people at random or is this just for special occasions?" Spider-Man mockingly asked. The nurse scurried away and managed to escape. This left the hero and villain alone.

"Oh no, murder is pretty much how I solve all my problems." Akagi sardonically said. "You're not that special sorry to say."

It took all of Shinji's will not to immediately break down at the sight of a murderous Doctor Akagi. Her fierce glare nearly petrified him to the spot, her rage seemingly forming a dark aura around her. It took a second for him to dodge a tentacle as it grazed his shoulder.

"Okay clearly you've got all kinds of crazy on you, gonna have to put you back to sleep!" Spider-Man said. He shot a web at Naoko, but her tentacle ripped it apart while the rest smashed the wall trying to kill Spider-Man.

The fight went on, with the wall crawler dodging and dodging, but the tentacles not letting up. They were strong and fast. He pushed his legs forward and lunged at Akagi, but a tentacle punched his face out. Soon all four tentacles started beating the poor boy, hitting so hard and so fast he couldn't get out of the way. His healing factor wasn't able to heal him fast enough, and Shinji was starting to lose consciousness. The arms of Doctor Akagi struck with such ferocity it's almost unreal!

The Spider-Man found himself on his knees, blood spouting from his lips and various parts of the body. Doctor Akagi only smiled at this sight.

"Give up yet?"

At that, Spider-Man jumped and thew one last punch. The fist was meant to hit Naoko's face, however a tentacle intercepted it.

A stand off occurred…

…

…

…

**CRRRRRRRACK!**

"AAUGGGHH!"

Shinji Ikari clutched his arm writhing in agony. The tentacle broke the bones, it's adamantium covering being powerful enough to bypass his super strength.

Before he could even react, the helpless boy was struck into unconsciousness.

* * *

A gentle breeze was the first thing Shinji felt on his face.

"Ugh… what happened?" He said while raising a hand to clutch his head, writhing from a painful headache. When his eyesight returned he realized three things. One: that it was night time. Two: that he can feel skin on his face. He wasn't wearing his mask even though he had the costume on.

"You seem very confused right about now. Maybe I can help jog your memory?" The third thing was that Naoko Akagi, with her four mechanical arms and an devilish smirk, was standing right above him. She was holding his mask.

"Why don't you start Spider-Man… or should I say, _**Shinji Ikari?**_"

**Notes for the Chapter:**

> TO BE CONTINUED
> 
> Sorry for taking a while to update. I had stuff in college but I also wanted to get this chapter and the next one right.
> 
> I've seen some questions about whether this will tie into Spider-Verse in some fashion. I might consider a one shot or something, but no plans for the main story sorry to say. I already have a plan for how this all goes. Hope you enjoyed the chapter!
> 
> Next Chapter: Hero
> 
> Edit: Older notes, cross posted from fanfiction.net.


	9. Hero

**Summary for the Chapter:**

> Shinji Ikari finds himself at a crossroads. He must decided whether to go after Doctor Octopus even at the risk of his secret being blown, or let her rampage around and doom innocent lives.

_ **Hero** _

_Naoko Akagi heard an excited noise coming from her left._

_She looked away from her clipboard to see a small boy peering closely through the glass. He was smiling, eager to see his beloved mother as she put together the final preparations for the contact experiment._

_Naoko's eyes turned to a man sitting with his hands over his face. Gendo Ikari, the director of GEHRIN, was staring intensely through the glass as if he was waiting for something to happen._

_Akagi wondered what it could be._

_"What is a child doing here?!"_

_Ah yes, Kozou Fuyutsuki. Naoko could only sigh as the old college professor barged into the room unexpectedly._

_"That's Director Ikari's son." Akagi stated plainly, going back to observing the project already in motion._

_"Ikari, this isn't a daycare center. This is an important event." Fuyutski said with a disapproving tone._

_A small chuckle came over the intercom. "Sorry professor, I was the one who let Shinji in here."_

_Fuyutski looked confused, "But this is your day Yui. Your experiment!"_

_"That's why I wanted to bring him." Yui said reassuringly. "I want to show him how bright the future will be!"_

_Naoko couldn't care less what her reasons were. The sooner this experiment is over with the sooner she wouldn't have to deal with Yui. How she would like to ruin that smiling face with every fiber of her being._

_If only Naoko knew those would be the last words she'd ever hear from her hated person._

_If only she knew the kind of person Gendo was at the time._

_If only she knew this wouldn't be the last time she'd see the son…_

_A bright light enveloped the room as a loud scream was heard._

* * *

"Why don't you start Spider-Man… or should I say, _**Shinji Ikari?**_"

A gentle breeze was felt over the rooftop as Doctor Naoko Akagi towered over a beaten and unmasked Shinji Ikari. The 14 year old boy tried to move, but his arms wouldn't even nudge to the side. He felt his whole body was in complete and total pain. Shinji looked at the metallic tentacles writhing and slithering around Naoko Akagi, and wondered what they could possibly be made of to leave their marks on his bones.

"Well? Are you going to say something? I don't have all night to have you staring at me like a goldfish."

The boy realized his mouth had been hanging open the whole time. Closing it with a panicked instinct, he raised a fist towards the doctor-

"AUGH!"

But let out a shriek when his hand was instantly crushed by a metallic tentacle hand. Naoko let out a cruel smile.

"No no, don't even think about trying to fight. I got you backed against a wall, close enough that my arms will only take less than a second to intercept any punches or attacks you make. You're not going anywhere."

Shinji groaned, struggling against the pain. "W-where am I? Why am I-?!"

"Alive?" Naoko correctly guessed. "Well I couldn't help but be curious as to who might be underneath that mask. When I saw that it was you, well… I had questions. So I brought you here to get some answers."

"Y-you killed them!" Shinji stated. "Why did you kill those people?!"

The doctor shrugged. "They were in my way. Just low level extras who insulted me and payed the price. Nobody is going to miss them."

Naoko saw Shinji bite back a shriek when his hand was twisted by the metal arm.

"Now why don't you answer my question like a good boy, hm? Or-"

The boy was suddenly dragged by the mechanical hands, and found himself staring at the streets below.

"-I could throw you over this ledge and let the cars kill you." Naoko continued. "In fact, I think that's sounding pretty good right about now."

Without any recourse, especially with how slow the healing has been, the boy caved in. "Okay! I'll tell you!"

Then he was slammed back to the wall. Clutching his forehead, the boy looked up to a smirking Akagi. Now his hands and legs were wrapped up in the metal tentacles as the doctor held his chin with her fingers. "There there, was that so hard?"

Shinji tried to keep a defiant frown. He did. But under Akagi's gaze… his eyes went downcast.

"So… explain. NOW."

* * *

_Will be busy tonight. Make sure to be home by 10:00._

_Sent by T. Yamagishi._

Mayumi Yamagishi sighed. Another night like this, sitting alone at the Joho Café. She had surprised herself when she spent more time in this place, not even reading whatever book she happened to carry with her in the bag. Instead, her screen showed various tabs of news reports.

About Spider-Man.

If she had to pin point when this newfound obsession started, Mayumi guessed it was that night two weeks ago. Before then she thought of him as some creepy person, but somehow seeing him stabbed to hell and back by that knife wielding psycho, she still threw that cup to his defense. And when that maniac was about to kill her, he stepped in to save her life even when injured.

Her hands shuddered at the memory.

Spider-Man was everything she was not. The web swinger had amazing abilities beyond the human body was capable of and fought various super villains over the weeks. Mayumi was… well...

Perhaps that's how the media try to portray him as some sort of cowardly wimp. A sneaky little conniving liar who only caused problems. A menace… Mayumi had to agree with Kotei on one thing: Spider-Man was neither of those things.

He was a hero… he was _brave_.

"Someone turn up the volume, the news is on!"

The bookworm looked up from her laptop to look up at the tv screen. Her heart missed a beat.

_"… hospital, renowned scientist Naoko Akagi can be seen carrying off the city's famous vigilante Spider-Man off in the mechanical harnessed she showed off at the Expo yesterday. The police had found dead bodies in her room, which has led to the speculation that Doctor Akagi may have violently murdered them."_

Mayumi suddenly felt intense fear.

"Shinji!" She whispered yelled to herself. "I told him to go over there… Could he be-!"

With that thought in mind, a sickening sensation swept through her.

* * *

Naoko placed a hand underneath her chin.

"A genetically altered spider… one of Yashida's projects." She spoke. "But why keep it inside a school? An negligible decision at best, a completely moronic action at the worst. So this 'Shocker' was one of his men… thank you Ikari. Now I know exactly who I can get my revenge on."

The boy tried to speak, but his breath was heavy. "N-no you wo-"

He screamed when his hands were twisted again.

"Oh? You are going to stop me? You, a spineless little hedgehog desperate for his father?" Naoko smirked. "No I don't think so. Especially not if you want your little secret to be kept that way. Considering how the public turned on you so fast, who knows what they'd do if they knew who you really are."

Shinji's eyes widened at her words. "You… wouldn't…"

"I think I would." Akagi said in a mocking tone. "But that doesn't have to happen. All you have to do is stay out of my way and your little cosplay fun would continue, okay~"

She chuckled. "You know, I certainly didn't expect to ever see you again. Especially not at the party of my ruined triumph. When I saw you last you were just a small little brat, eagerly watching your mother work."

This information shocked the boy. "You knew my mother?"

For the briefest of moments, the doctor's expression changed. Shinji couldn't tell what she was thinking. Perhaps… an sense of nostalgia?

"I did… but that was a lifetime ago." Her voice taking on a somber tone. Almost immediately, Akagi's evil smile returned. "I always sort of wondered what happened to you after you were sent away. Gendo Ikari never mentioned you once in the entire time we were… together."

"You're lying…" The boy hissed from pain.

"Oh, but I'm not." Naoko scratched her chin. "I wonder how it feels, to know everyone hates you and wants nothing more than to see you gone."

"Shut up!" Shinji angrily growled, his eyes flickering with hate.

"Ohhh touched a nerve didn't I?" Naoko said in a sickeningly sweet tone. "Poor Shinji Ikari. Your mother gone, your father apathetic at best, your guardian gone. You're just desperate for any sort of validation or praise aren't you?"

At that, the boy said nothing.

"It's never going to come you know. No matter what you do, no matter how hard you try, in spite of everything you do… eventually they'll hate you. When they don't have a use for you they'll throw you away. Just like they did me."

"**SHUT UP!**" The boy shouted at her, raising a fist. Then it got caught and stuck to the wall by a tentacle.

"Temper temper, little insect. You should control yourself, or else you really want your bones to be reduced to dust?"

"You're… you're crazy…" he said gritting through his teeth. He felt his neck being swiftly grabbed and pulled. Coming face to face with Akagi, Shinji saw that Instead of the smug smile he had seen on her the whole while, Naoko had an angry and hateful expression.

"I am **NOT** crazy!" She screamed at him. "I've only begun seeing the world with a clear view than I did before. Tch, I don't know why I wasted my time with you to be honest. You're just a cowardly weak little brat desperately calling for whoever will listen. You're going to stay out of my way of killing Yashida, and I won't tell anyone who you are. That clear?"

She didn't even wait for him to finish. Naoko Akagi dropped a broken Shinji Ikari to the floor, before turning around and letting her mechanical arms carry her off.

For a while, Shinji didn't move… then he felt his eyes watering.

"She… she… just like that…" The boy stuttered quietly. "I don't know what to do… Yamashiro…"

He didn't even bother to try controlling the tears that streamed down his cheeks.

* * *

"Doctor Naoko Akagi is not dead. Explain."

Kenichiro Yashida stood in front of the holographic image of his "generous" benefactor. The man's disappointed gaze glared at him.

"I did exactly what you asked." Yashida plainly stated. "I had the doctor killed in a public manner that left her humiliated and disgraced just like you wanted. "

"Yes, but you apparently missed the incredibly essential key part is that she's supposed to be **dead**." The hologram said. "Bad enough that the explosion didn't kill her, did you even send someone to at least botch her recovery in the hospital?"

"I did." Yashida rubbed the thorns on his plant. "He had not checked back in. We presume he is dead."

"Most disturbing." The hologram shifted slightly. "Between your Sandwoman and Electro experiments escaping and the reduction of your organization in the past few months, one would question how competent you really are."

Yashida glared at the obvious insult. "You question me? After everything I've done for you?"

"Do not presume you can't be replaced, Yashida." The hologram dismissed. "You musn't forget, we were the ones who provided you and your family with the resources to rise to power. It was SEELE's generosity that gave you this office, that plant, your supposed 'garden city'. We can instantly take it away from you any time we wish. We cannot fulfill our end of the bargain if you do not cooperate."

The crime boss said nothing.

"You are going to find a way to fix the mess you made, Yashida. The Kuzuryu has plenty of thugs and criminals. Use them."

With that, the hologram petered out.

Slamming his fist down on the table, Kenichiro pinched the bridge of his nose. He gently caressed the thorns on his plant.

"I can't fail now… not when things are so close…"

* * *

Mayumi Yamagishi was worried.

Professor Kuruto Inumaru was explaining the assignment, but she couldn't focus on any part of it for a single reason. She turned to her left.

Shinji Ikari was not in his seat.

Two classes had past and not once had he shown up. This only increased her worry. 'The news didn't mention who was killed… Shinji… I really hope you're not dead.'

The door slid open.

"Ah, Mr. Ikari, I see you've arrived on time." Professor Inumaru said sarcastically. "Considering you've missed two classes today, you'll be staying to do cleaning duties."

The boy nodded and walked to his seat. Mayumi would have let out a sigh of relief if it weren't for how he looked.

Shinji was disheveled, his eyes blood shot and like he had been run over by a truck. Even his uniform didn't seem as adjusted as before. While he was always a quiet type, today it seemed as though he was a ghost, a presence no one can ever feel.

'What happened to him?' She asked herself.

* * *

Shinji Ikari was not well.

He spent a long time on that rooftop before he gathered up the energy to get home. Even then, the boy was not able to get much sleep that night.

Which of course meant he couldn't get out of bed in the morning.

Which of course meant he couldn't make it to classes on time.

Which of course meant that today he had clean up duty.

'_Oh well, it was only fair_.' Shinji thought. '_I failed as a student, so I need to pay for it. Not much I can do about that_.'

Honestly those were just trivial things to the boy right about now. He knew those were just distractions from the whirlwind of issues going on inside his head.

There was no white lie he could tell himself, not for very long. Doctor Naoko Akagi shattered his bones, had him defenseless and at her mercy. She knew his secret and was willing to spill it any time she wanted to. Akagi preyed upon his deepest insecurities, pushing his buttons… and the scariest part was, Shinji knew she wasn't wrong.

_GET AWAY FROM ME_

He was cowardly.

_HOW PATHETIC_

He was dishonest.

_I HATE YOU_

He was sneaky… and **_weak_**.

He remembered drowning in his dream. Within them was a heavy sense that deep down, everyone resented him. That he was an anchor that kept everyone down. Spider-Man had been an escape from that. A chance to be liberated from that and be something else. Something more.

But when he felt the bricks coming down on his head, Shinji realized that wouldn't be true either. No matter if he was Shinji or Spider-Man, he was always alone. He would always be a weak person.

If Akagi told anyone of his true identity, then he'd face bricks not just when he swung on his webs, but all the time.

'_Well Akagi said she was going after Yashida._' Shinji tried to justify, '_He's a criminal and he experimented on Shiraishi Rai and Sunako to be bad guys. Would letting Akagi do what she wanted be that bad?_'

She was right. Everyone will turn on him, so why bother?

"Ikari!"

Shinji turned to face Mayumi, who then suddenly grabbed his hands and looked at him with a worried expression. "Are you okay? I was so worried!"

"Huh? What for?" Shinji asked.

Mayumi's face lit up in surprise. "Oh you weren't-" she breathed a sigh of relief. "Thank God you weren't there."

For this Shinji was even further confused. "Weren't where?"

"Well the news last night said that Akagi killed a bunch of people and escaped hospital with Spider-Man." Mayumi said. She smiled, "I was worried you might have gone there, but I'm glad that didn't happen right?"

'_If only you knew…_' Shinji pushed that thought out. "Yeah… good thing I wasn't."

Mayumi tilted her head. Worriedly, she asked "Did something happen? You weren't here for two whole classes."

The boy waved it off, "Don't worry Yamagishi, nothing happened. I had trouble sleeping that's all.."

Mayumi knew something was up. Even so, she decided not to push it any further.

Turning her head up, "I'm worried about Spider-Man though. Akagi carried him off to God knows where and nobody's seen him."

Ikari snorted, "Maybe Akagi killed him… maybe he gave up."

"NO HE CAN'T BE!" Mayumi shouted, surprising the boy. "He can't be dead! Spider-Man's too strong to go down like that!"

Utterly baffled, Shinji retorted, "What makes you so sure? He wears a mask! Spider-Man could be dishonest, maybe even a coward for all you know!"

Mayumi negatively nodded. "No! Someone who would risk his life to save people wouldn't give up like that. Absolutely not!"

"Maybe he got sick of how people treat him all the time!" Shinji started getting angry. "Maybe he's just up and decided it wasn't worth it!"

"I hate how everyone tries to blame him for everything, but someone like Spider-Man wouldn't let that take him down! He's going to get back up in no time just you wait!" The girl crossed her arms.

"How do you know?" Shinji asked, "How do you even know what kind of person he's like! He's just a stupid person in a mask!"

"BECAUSE HE'S NOTHING LIKE ME!"

The two stood in silence. Mayumi lowered her head, her eyes unable to be seen through the hair.

"I don't really know or understand why…" she calmly whispered. "When that crazy psycho was about to kill Spider-Man in the Café, I- I threw a cup at him to save Spider-Man's life. I've been wondering about that these weeks, where I got that from… Spider-Man's so amazing, he has all those powers, the cool mask… but I'm… I'm nothing! How was I strong enough to do that? And I- I think Spider-Man gave me that. He gives people courage- he gave me that. I-"

She placed hands over her face. "I don't want to think he's gone. I sound so stupid don't I?"

Shinji was completely shocked. He had no idea Mayumi felt that way about Spider-Man. He gave her strength? This had to be some kind of joke! If she knew the truth she'd be disgusted and hate him like everyone else does.

"… no it's not."

Mayumi looked at him.

"It's not stupid at all." Shinji said with a warm smile. "In fact, I think you might be on to something. Maybe he's just hiding, waiting to get up and fight later or something."

"You really think so?" Mayumi asked.

Shinji nodded. "Yeah… I have a feeling that might happen."

The decision was made. If Mayumi believed in him, then he has to believe in himself a little bit too.

* * *

"Damn it, how hard is it to track down a **single** middle aged woman with mechanical tentacles in this damned city?!"

Kenichiro Yashida was not pleased one bit.

He had his men sent to search for Naoko Akagi, but so far all he heard were excuses and failures. The Kuzuryu had eyes and ears all over the city, and yet no sign or clue was found. Frustrating as it is, Kenichiro could do nothing but wait.

He sipped the tea in his hands.

Yashida suspected Naoko would go after him. She may or may not know that SEELE wanted her gone, but she would definitely suspect a power play at hand. She might even question why a Kuzuryu thug would target her at her own presentation. The crime boss expected Akagi to come to him.

The only question would be when.

He placed the cup back down on the table, taking a handkerchief to wipe away the stains on his mouth. He proceeded to rub the thorns on his plant affectionately.

**CRASH!**

Yashida instinctively dodged out of the way. He noticed it was a car that smashed through his bulletproof window. He held onto his plant for dear life as a double pair of mechanical arms made their presence known.

"I honestly expected that car to kill you." Naoko said on her way to Yashida, "That would have been a little inconvenient to be honest."

"I agree." Yashida stood up from the floor glaring at the doctor. "It would have made your resignation even harder for SEELE."

"Resignation? A very fancy way of describing a plot to RUIN **MY** LIFE!" Akagi shouted. "Leaving **MY** LEGACY, TO BE MOCKED BY **WORTHLESS PEONS**FOREVER!"

Yashida dusted his suit, "It was nothing personal. Our mutual benefactors wanted you gone. I merely carried the shovel to do the task."

His neck was then held in a tight mechanical grip as his body was raised into the air.

"If my death was so impersonal," Akagi growled, "then you wouldn't mind letting me have my revenge would you?"

The grip tightened severely as the crime boss struggled for his life. He clawed for any piece of air, but it gradually became harder and harder to do so. His vision was being clouded by dozens of dark spots.

"Good bye, _Mister_ Yashida."

Suddenly Yashida felt his shoulder being yanked.

"Hey! I'm not exactly that guy's biggest fan either, but murder is just a step too far in my book."

Kenichiro looked up to find Doctor Akagi turning around and facing Spider-Man hanging upside down on the broken window.

"So you've come after all?" Akagi said. "I don't quite understand what you think you'll accomplish here. Are you really going to stop me? Even if you do I'll just tell everyone who you really are."

Spider-Man's eyes narrowed.

"I know… but it's a risk I'm willing to take." Spider-Man stated. "I'm going to stop you."

Kenichiro realized that was not a threat. The tone of voice made it clear it was a promise.

"I see." Akagi smirked. "Then I guess you're just another insect in my way. **PERISH!**"

She launched a tentacle right at Spider-Man, but he let go of the web line and dodged it.

"Perishing doesn't sound good for my health, why not a game of cat and mouse?" He yelled out of view.

"Get back here you little twerp!" Akagi shouted.

The doctor chased him down, her lower tentacles supporting her moving through the broken window while the upper ones launched themselves after the boy.

When the two left, Kenichiro Yashida walked over to the broken table. He picked up the phone.

"Call off the search, Akagi attacked my office… get some Adamantium restraints and fire everyone involved in the search."

* * *

'_Well she's no longer trying to kill Yashida… but that means she's now trying to kill me!_'

Shinji Ikari ran down the building, shooting webs to propel himself forward to outrun Akagi's tentacles as they get closer and closer. Truth be told, the boy didn't have much of a plan beyond getting Akagi to chase him. As the chase began, the wall runner considered his options.

'_The reason she was able to get me last time was because it was a small room and I was trapped. Now that we're out in the open, I have a much better chance of moving around her to get a hit in. Only problem is-_'

The window shattered underneath his feet. He was about to launch a web line, but his leg was caught by a metallic hand and thrown into the building.

"If you think you're going to get away, think again!"

Spider-Man felt himself being pulled towards the doctor. 'Crap she's got me, what do I do?!'

He saw that Akagi's upper right tentacle wasn't moving. Instinctively, he raised a hand-

**THWIP!**

"GRAGH!" Akagi yelled, using her hands to try ripping off the webbing from her eyes. The arm let go of Shinji, plummeting him downwards. He quickly snapped into gear and launched a webline into a nearby building.

"That was close." he said as he swung away. "Still, I need to get her away from Yashida."

After a struggle, Akagi removed the webbing with her hands. She immediately spotted the boy running across the nearby rooftop.

"Oh no you don't." Naoko muttered.

She propelled herself forward, the mechanical arms safely breaking her fall as well as the floor.

"Shit!" Shinji cried out as he swung away just before Akagi landed.

Not willing to let the insect leave her sight, the doctor picked up a garbage can using an arm and threw it right at him.

"Oof!" Spider-Man said, the hit breaking his momentum and causing him to fall.

With a thud, he found himself rolling and rolling around the the floor. Shinji realized the surface must be moving, so he placed his hands down and stuck them. Sure enough it stopped him dead on.

That was when Ikari noticed he was on the top of a moving train. He started slipping slightly as Doctor Akagi landed right in front of him.

"Having a hard time sticking to this aren't you?" She yelled. "It IS going pretty fast. Can you even get up?"

Her words weren't unfounded, the fast moving train meant he couldn't move as much as he wanted to. On the other hand, Shinji also knew Akagi had to focus on making sure the arms supported her and made sure she didn't fall off. He had a chance.

"I don't know," Shinji responded. "Something tells me you're having just as much of a hard of a time as I am. Maybe this'll help you STICK!"

Spider-Man raised both hands and launched two web lines towards Akagi, who blocked both of them with her mechanical arms.

"No thanks, I think I'm good." Naoko said sardonically.

Then she pulled on the webs and sent Sider-Man flying off to the left.

"That was too easy." Akagi said to herself. "Now to get back on track-"

**THWIP! THWIP!**

Two webs landed to the front and back of her. Naoko quickly turned and saw Spider-Man had his legs outstretched and in her path!

'_Shit!_' She thought panicking. In a second, her right tentacle managed to hit Spider-Man causing to him to stick onto the side of the train.

'_For a stupid kid, he's cleverer than I thought._' Naoko thought to herself. '_This is getting ridiculous. I want Yashida, not Ikari's spawn. Perhaps a distraction is in order._'

From there she got a wicked idea.

She commanded the tentacles to break into the windows of the train. From the cart the arms pulled out two screaming, desperate civilians with them.

"Help me!" screamed a brown haired middled aged woman struggling against the tentacles grip.

"What the hell's happening?!" yelled a punk teen with bleached blond hair terrified out of his skull.

"Oh little bug~" Akagi said in a sing song voice. "If you're so desperate to be a hero, why not try saving the people?"

With that, she tossed the two victims away from her.

'_I can't believe she would do such a thing!_' Shinji ignored Akagi and swiftly swung. Since he was closer, Spider-Man grabbed the punk teen first, then launched a web towards the woman. The webbing hit her stomach, with that Spider-Man pulled her up close. The costumed vigilante then landed on the ground.

"Stay here." Spider-Man commanded. "Call the police or something, I'm going to try stopping her!"

The two civilians nodded as Spider-Man swung back to the train.

The boy saw that the cars were slowing down/ Wondering what was up, he noticed that they were all disconnected from the first cart which Akagi was standing over. '_What is she up to?_'

Spider-Man landed on said cart in front of Akagi. "Okay show's over Akagi. You killed those guys in the hospital, and now you threw those people off the train! I'm stopping this now!"

"Actually," Akagi smirked. "I think it's only just BEGUN!"

With that, the cart started getting faster. Shinji struggled to keep steady. "What did you do?!"

Naoko Akagi gleefully grinned when she showed a broken switch in the mechanical arm.

"Oh not much. I only broke something." Naoko laughed. "The train is getting faster and faster… You could try to do it yourself. Or you could try to stop me. What are you going to do, little hero? Let's find out."

With that, she commanded a tentacle to latch onto another building and ran off.

'_This is bad!_' Shinji thought. '_Wait no, calm down. Sure she destroyed the switch so stopping the train is going to be a problem, but that's still doable with enough time_-'

That's when he noticed something and his entire body went cold.

Just a few ways into the track stopped at a sign that read "Under Construction."

'_Wait, this is the track still being made? They haven't finished anything?!_' Shinji found the situation ridiculous. His eyes narrowed. '_I have to do something quick or everyone is going to die!_'

With that thought the boy didn't even hesitate. He crawled his way to the front of the train.

"Hey! What do you think you're doing?!" He heard someone shout. "Are you and that freak working together or something?"

Shinji didn't look back. He simply said, "Stay back!"

He then stared down the tracks. Shinji gulped. '_I mustn't run away…_'

After a brief pause, he threw his feet onto tracks.

"OwowowowoOOOOOOWWWW!" Shinji screamed in pain. Turns out putting your feet forward on train tracks is ridiculously painful! He jumped back up, groaning as he clutched his legs.

'_Ok, that definitely wasn't working._' Shinji thought to himself. He looked around and saw they were passing several buildings close by. '_Maybe…_'

He raised both hands, launching several strings of webbing to his left and right. They attached themselves to the buildings, and immediately Shinji was pulled back, hitting the cart. He tried to pull at the webs but the speed of the train strained his efforts. Ultimately the webs broke against the momentum.

'_The train is too fast!_' Shinji panted heavily. '_Too few webs will break apart too quickly… I'll have to go beyond!'_

He launched the webs again. This time he spend twice as many web lines compared to before, each larger and covering multiple buildings at once.

Spider-Man was pulled back again, but this time he concentrated and pulled the webs forward.

"What the hell are you doing?!" He heard over the strain.

"It's slowing down! He's pulling it off!" Another voice was heard.

Hearing that, Shinji felt encouraged. He struggled against the intense pressure and thought about everything that lead up to this point.

_Make them pay… stop the Kuzuryu before they hurt anyone else alright?!_

_I was able to see those bright lights… and both Shinji and Spider-Man have the same brightness._

_I- I think Spider-Man gave me that. He gives people courage- he gave me that._

_…_

_…_

_…_

_Be responsible okay?_

Spider-Man threw his feet back into the tracks

"**NEEEEEEEEEEEEAAAAAAAAAAAAAAAAAAAAGGGGGHHHHHHHHH!**"

His screams were those of complete and utter agony. The battle against pain all over his body was making him lose consciousness, but he kept himself at it. If he failed here, then everyone on the track will die.

_'This is too much… No! I can't give up now!_

_I mustn't run away_

_I mustn't run away _

_I mustn't run away_

_I mustn't run away_

_I mustn't run away_

_I mustn't run away_

_I mustn't run away_

_I musn't run away_

**_I MUSTN'T RUN AAAAWWWWAAAAAAAAAYYY!_'**

…

…

…

…

….

…

….

_Look at him… he's just a kid._

_Should we wake him up?_

_I dunno- wait look at his eyes._

When the black spots cleared from his peripheral vision, Shinji felt a breeze on his face. He moved a hand towards it, feeling bare skin. His eyes widened in horror as he looked up and saw where he was.

He was inside the train cart. Civilians, adults and kids, were standing around and looking at him.

Without his mask.

"EEP!" Shinji let out a small squeal. He covered his face with his arms.

When he opened an eye, he saw the people. How they looked at him. There was no hatred in their eyes… if anything a sense of sadness. A man in a uniform (Shinji assumed it was the conductor) in particular looked ashamed. He walked over to the boy, and crouched down to took a hold of Shinji's shoulder.

"You alright kid?" said the conductor.

The boy lowered his arms a bit. He nodded very slowly flinching slightly from the touch.

"We had to take the mask off." The conductor explained. "You weren't breathing right. Spider-Man… kid… what you did over here was frankly a miracle if I've ever seen one. You saved everybody on here."

At that, the man handed Shinji something. "Thank you, my boy."

Shinji sniffed. He took the object into his hand. It was his mask. It had been torn up slightly, but the goggles were still intact. With a ghost of a smile on his face, he grabbed the mask and placed it over his head.

He felt much better having it on. Without it he was vulnerable… but with it he felt strong in a way.

"I have to admit… that was pretty impressive."

A familiar headache started kicking in.

Naoko Akagi stood in the entrance way of the cart. Everyone was shocked and afraid, backing away from her.

This suited the doctor just fine. "I was on my way to kill Yashida, but I decided to stick around to see you fail miserably. But then, you pulled through and stopped it all by yourself. Congratulations, you actually managed to earn my respect. You're not just a miserable coward after all… arachnid. Of course, this just means now I'll have to kill you. I promise to make it as painless as possible."

At that, Spider-Man got angry. He tried to get up, but he was still too tired from doing the heavy stuff from before. "Everyone get away! She'll hurt you"

To his utter shock, the conductor stood in front of him.

"No… you goddamn monster. If you want this kid you're gonna have to go through me."

Then someone else stood next to the conductor. "No way we're gonna let you kill him, that kid just saved our lives!"

Another followed, "Just try it lady!"

More and more people stood joined the conductor. They all stood in front of Shinji to defend him. To protect him.

Shinji was not used to the sensation he felt at this moment. The best he could describe it was… elation? Joy?

Akagi stared down at all the people in her way. "I see…"

Without a second thought two of her tentacles went in between the crowd and slammed them into the walls of the cart. With that, Shinji got back up.

"Let them go… You're not going to hurt any of them!" He shouted to the doctor.

She wore a proud grin. "Do you think you have a choice? What are you going to do, lecture me to death? I had given a few of those myself."

'_She has everyone as a hostage!_' The boy needed to come up with a plan. '_Options, options… wait…_'

He remembered something in the encounter in the hospital. Something that made Akagi angry. It was a stupid idea, but he didn't have a choice.

"I can imagine, since you're a lot older than I am." Shinji said. "Kind of like… an old hag."

Naoko's eyes narrowed.

"Care to repeat that… Spider Man?"

Shinji pointed at her. "I said… kind of like. an. OLD. **HAG**!"

At that, the doctor's face twisted to one of pure and absolute rage.

"YOU **DARE** CALL ME THAT?!" She screamed at him. "I'LL SHOW YOU WHAT HAPPENS WHEN YOU INSULT **ME**!"

She threw out a tentacle right at Spider-Man.

In that split second, Shinji moved to the left just as it was about to make contact.

**THWIP!**

"MMMMHHHMMMMHMMMHM!"

Naoko Akagi's face was covered in webbing!

She tried desperately to pull off the web. The tentacles that kept the civilians in place loosened their grip, her lack of concentration making them move all over the place.

'_Now's my chance!_' Shinji had no time to waste. He jumped up into the ceiling, and raised his leg-

**WHAM!**

With a strong kick sent Naoko Akagi down to the ground. All mechanical movement ceased as the doctor slipped into unconsciousness, her nose bloody from the impact.

The boy stood over her breathing heavily. "I… I can't believe… that worked."

Silence enveloped the area. The boy looked around. The people looked at him with a mix of uncertainty, fear… but predominantly gratitude. One man gave him the thumbs up, another was holding their baby protectively, another singing good graces and praying. The conductor came to him.

"We won't tell anyone your secret. Go!"

With some reluctance, Shinji listened. He there Akagi over his own shoulder, wondering where the nearest police station was.

* * *

_"Just yesterday, a disaster was averted when Naoko Akagi, recently dubbed Doctor Octopus by forums over the mechanical arms, sabotaged a train to cause an overshoot . It would have killed everyone on board if Spider-Man hadn't been there to stop it. That combined with Shocker's confirmation that he lied about Spider-Man's involvement in the science expo has led to public opinion on the web swinger shifting more towards the positive."_

Kuruto Inumaru sipped his tea. He was having a perfectly nice evening with his wife when that piece of news came in.

'_Spider-Man this, Spider-Man that!_' Inumaru was tired of it. '_If only they knew he was just a stupid brat getting himself trouble for no reason._'

Maasa Inumaru raised a napkin to her lips. She smiled. "I'm really glad they're letting up on Spider-Man. He doesn't deserve that much hatred."

Kuruto stopped his fork right as it reached his mouth.

"What do you mean?" The professor said. "He's nothing more than a reckless vigilante, why would you be happy he's running around?"

Maasa shrugged her shoulders. "I don't know if I'd say he was just a reckless vigilante. The way he rescued that train… he's really brave. With all the crap happening i the world, I guess it's nice to have someone out there who's willing to risk his life for people. To do what's right."

Kuruto didn't respond to that.

"Well let me get the dishes," Maasa said, standing up from her chair. "You need to get to work soon! I'll take Taiten to school."

She smooched Kuruto's face as she disappeared to get Taiten. The news continued in the background.

_"-questioned by interviewers about the potential secret identity of Spdier-Man, Akagi answered that she did not know, having this to say: 'Even if I did, I would not answer you. I'll tell you now, that man may be infuriating as hell, but he has earned my respect.' Which leads to all sorts of-"_

"To do what's right…" The professor said to himself. He pondered those words.

* * *

He hadn't been to Mayonaka Park in a while. Not since the night where Yamashiro died.

Being able to see it during the sunset was something Shinji found nice. He had been told once or twice that he needed to get out more, and he could see why. He felt a tap on his shoulder, so he took off the earplugs.

"The lake here is really nice, Ikari."

Going to this park was especially great since Mayumi was right there with him. The two sat in front of a tree, Ikari with his S-DAT player, Mayumi with a stack of books she carried.

"Y-yeah…" He stuttered. "It seemed like a good place, so that's why I brought you here after ."

The girl smiled at him. "It is really neat. It's a nice place to read at least."

The two didn't really talk that much. Not that it was truly necessary. Each other's company was what the other wanted.

Mayumi shifted slightly.

"Umm, Shinji…"

The boy was surprised at the use of the first name. "What is it Yamagishi?"

She rubbed the cover of the book. "My father… it seemed like you made a good impression on him. He said he wanted to meet you tomorrow for dinner."

**Notes for the Chapter:**

> For some reason I had "You Say Run" from My Hero Academia on the mind while I was writing the Train scene. I guess it was because the song was used for big heroic moments like and the train scene is one for Shinji. Or maybe it's because of that video with the song placed over Spider-Man's 2's train scene I dunno.
> 
> One thing I definitely had in mind with Menace and Hero is the Raimi Spdier-Man movies. That scene where Green Goblin tries to convince Spider-Man to join him was one of the main inspirations/catalysts for writing this fanfic, since Green Goblin uses the argument that eventually everyone will hate him (Peter Parker), which was one of the big fears Shinji Ikari had in the series. Spider-Man 1 and 2 also both had this "city hates Spider-Man for a while but then love him when he proves himself" arc that I felt was appropriate for this story and Shinji in general.
> 
> I also watched Into the Spider-Verse, I must say it's a wonderful movie and I loved it a lot, especially love Miles he was great! It does give me an idea or two about a potential Spider-Verse story but like I said before I have a plan for this story so at best it might be a side story or an omake.
> 
> Anyway, I hope you enjoyed the chapter!
> 
> Next Chapter: Honour thy father.
> 
> Edit: Older notes, cross posted from fanfiction.net.


	10. Honor thy father

**Summary for the Chapter:**

> A tale of fathers, and the curtain reveals the villain...

_ **Honor thy father** _

In the twilight hour of the day, Kenichiro Yashida stared into his glass of sake.

He had not taken a single sip of the drink. He just gazed at it as it were some sort of curiousity. The man had a whirlwind of thoughts about today, what it meant. He let a sigh escape his lips.

Today was the day of his father's death.

It was not an especially dramatic thing. The long standing Shingen Yashida fell in his own bed, his shriveling old body having surrendered itself to a painful heart disease. His sons were barely able to watch him go. While the elder Kenichiro kept a stoic demeanor, the young Shiro Yashida felt no need to prevent the tears from coming out.

'_Little brother_,' Kenichiro thought. '_You were always such a crybaby…_'

Shiro Yashida was a man who wore his emotions on his sleeve. While the rest of the family were criminals and liars, he valued honor and truth more than anything else. When their sister Mariko left Japan with a Canadian foreigner, Shiro took over the business and tried to run it cleanly. Kenichiro thought he was naive, but even he recognized that Shiro had a ton of potential and heart, which if given room to grow could have made him something more…

Unfortunately, the potential was lost when he fell ill. As it turned out, the disease that ravaged Shingen's heart was hereditary. Within the months. Kenichiro spent all the money possible to find the best medical aid he could for Shiro.

Things only got worse when Second Impact happened.

Kenichiro remembered going to the hospital, hearing the doctor informing him that the medical costs were too high to keep a barely surviving Shiro wrapped in bandages surrounded by all sorts of machines and tubes around his body. He suggested pulling the plug.

Kenichiro beat the man to death right then and there.

It was but a fleeting anger though, as the elder Yashida could only weep at the sight of his brother, the light in his life, breathing so slowly and in so much pain. Kenichiro wondered if there was anything else that could be done.

Then… _**he**_ came.

It was a representative of SEELE. He offered him many things. Money to restore his family name, a company for which he could rebuild Nagano into something more, the best medical treatment possible for his brother, all in exchange for his cooperation in whatever schemes SEELE would assign him to.

Kenichiro had no choice but to accept the offer. If it meant saving Shiro's life, anything would do.

It had been years since then. The head of the Kuzuryu looked at the wooden practice sword on his left. Kenichiro realized he had not practiced the sword in quite some time.

With that thought, he picked it up and struck the bag in the room.

All this conspiracy drove him mad. Yashida hated every single moment of submitting to the likes of SEELE, like he was some sort of lapdog. There was not much he could do to rebel, but that didn't mean Kenichiro liked it. Not one bit.

Especially when the **GODDAMNED SPIDER-MAN KEPT GETTING IN THE WAY!**

He felt some sand on the sword and his hand. He looked to find he had destroyed the bag in his silent contemplation.

Ignoring the damage he caused, Kenichiro instead stared at a painting on the wall. It was a traditional woodblock paint, depicting an army of faceless shadows surrounding the frame on all sides with a shining silver warrior standing in the middle of it all, the samurai wielding a sword surrounded by an aura of power and mystique.

The Silver Samurai was the ultimate legacy of the Yashida family, more so than the clan's rule over the criminal element. It was a title passed down from generation to generation, symbolizing the Yashida Clan's might and honor. Shiro would have embraced the role had he not fallen ill. Kenichiro would have to claim the title himself now. He would hunt down the Spider himself and at last nothing will stop his plans.

A beeping noise was heard. Kenichiro knew what it meant.

"Yashida," the hologram said with contempt in his tone. "You have disappointed me for the last time."

Kenichiro turned to face him, "How so?"

The hologram raised an eyebrow. "Where do I begin? Not only have your operations been dwindling, not only have you allowed Spider-Man to roam free, not only have you allowed the test subjects to escape your grasp, but now Doctor Akagi is not only alive but currently in prison?"

Yashida shrugged it off, "No one would believe a word she says."

"That is beside the point. You didn't obey instructions." The hologram said. "You fool. I have no use for a puppet that can't dance on my strings."

Knocking was heard from behind Yashida.

"Open the door! We are police!"

Kenichiro was shocked. "What is this?"

"Your fate." The hologram smirked. "The police just received mountains of evidence of your dealings and all the operations you've done. Now they're here for you."

The elder Yashida slammed his fist into the table. "We had a deal!"

"Yes, to save your brother in exchange for your cooperation." The hologram dismissed. "But you have failed. Now your brother will have to serve a different purpose. Good bye, Yashida."

The police busted down the door, grabbing Yashida's arms as the hologram fizzled out.

"NO! YOU **BASTARD**!" Kenichiro said as the hologram fizzled out. "YOU CANNOT DO THIS TO ME!"

"Shut up Yashida, hands where we can see 'em!" yelled out an officer.

As Kenichiro was taken away, one could see that the plant that he so carefully cultivated, laid on the floor damaged and broken. Whether during the struggle either the police or Yashida had broken it… that was something nobody would ever know.

* * *

"It's absolutely shredded!"

Shinji Ikari held in his hands the tattered remains of his Spider-Man suit. Due to the adrenaline and the emotions he felt during the fight against Naoko Akagi, he had not noticed that the costume from the hoodie to the pants were torn apart and reduced to chunks. The only thing that remained was the mask and goggles, and even then he noticed some cracks on the glass.

"I won't be able to use these for much…" Shinji said, letting out a small sigh. "I'll buy some spares later."

When he initially made the suit, all the boy did was buy some clothes and spray paint it red and white with a small spider in the center. Shinji wanted to it to look heroic, in order to not scare anyone.

No, he didn't just look like a hero anymore. He had become one, that was something he had become certain of.

Shinji rubbed the back of his head. "Mayumi said dinner would be in an hour… maybe I'll clean up the house first."

With that, he resolved to go downstairs to get a mop. He walked the empty hallway, passing by sets of empty he stopped.

Shinji took a glance at the door.

Takuji Yamashiro's room… he had not entered it in quite some time. Shinji always made some excuse not to go in. The pain of Yamashiro's death burned into his mind, struggling between school work and being Spider-Man… Mayumi…

'_Should I?_' Shinji thought.

He was tempted now. In the last conversation he had, Shinji found out he had been wrong about Yamashiro not caring about him. His teacher and caretaker apologized and said he wanted to make things right. The boy wondered then how much he got wrong about him. He hesitates… would he be disturbing the dead if he entered his teacher's room?

'_No_,' he reasoned to himself. '_You're just trying to keep yourself from learning anything. I mustn't run away._'

With that thought in mind, Shinji opened the door.

He found a room that was almost exactly how he thought his guardian would keep it. It was very clean, and orderly, almost mechanical how the things were arranged. There was an absence of anything considered a personal touch. No mementos or pictures, not even paintings. It was an empty room… fit for a ghost.

He noticed a camera lying on the night table.

'_Wait, I've never seen that before?_' Shinji thought. He took a hold of the object in question and inspected it. Opening a small lid the boy found it had film already in place, and that it seemed to be a recently bought camera. On the side, a note said _For Shinji_.

Shinji felt a pang in his chest.

He noticed that the camera was on top of some sort of book. Shinji had no idea what this book was. He flipped some pages until he found a passage.

_First day at home. Shinji refused to come out of his room. Losing his mother and being abandoned by his father does that to a poor soul. I left some food outside to give him some space. Sometimes, I wish Mei was here. She would know what to do. Goddamn it Rokobungi, I thought Bastard King was just a nickname but you truly are one aren't you?_

Shinji slammed the book shut.

'_The date… 2004… that was Yamashiro's writing!_' Shinji realized '_I shouldn't be reading his personal journal_!'

He knew that was the right thing to do. Indeed, Shinji was about to put the book back on the table but stopped. Isn't this what he wanted? To find out more about the man who raised him? Should he just ignore it like nothing happened? '_I don't think this is a good idea… but…_'

He opened the book and read. Page after page showed Yamashiro's thoughts were laid bared as the years passed from 2004 to 2015.

_ Some teenagers were parked outside my house listening to their boombox. I yelled at them to turn it down and get out of the street, they were disturbing me! I guess now I know how my neighbors felt way back when. _

It was a sharp contrast remembering the quiet and reserved teacher that he knew with thoughts like that put into the page. Shinji could see how much Yamashiro, in spite of his reluctance, genuinely tried to help him.

_Little Shinji is trying out the cello… hmmm, maybe I should get it for him? It seems like something he might be good at._

_Oh I see he's trying to cook some eggs! I wish I had my camera on me right now, Shinji's doing so well!_

_He's growing into a young man, but Shinji has yet to show any ambition. I chewed him out over it, but to be honest perhaps I was too harsh. Neither me nor Takuya were much better than him when we were teenagers. I'm sure he'll grow out of it soon enough. Shinji can do anything if he put his mind into it._

It was the last note however, that made the boy pause.

_I'm rattled. Shinji said I didn't care about him. I wonder where everything went wrong, what an ungrateful child!_

_…no… it was my fault. Mei always told me I should be more open with my emotions, less people think I was some aloof jerk. Even after Second Impact took you away, you were right Mei._

_Funny… I remember a conversation I had once with dad years ago. Me and my big brother and sister Takuya and Shinko were eating breakfast while Dad talked the Nuclear Plants being built. Takuya was so bewildered, he asked why were we even making Nuclear Plants when it was that same power that destroyed Nagasaki and Hiroshima! I agreed, we JUST spoke about it in class and wondered about it too._

_Father looked at all of us and politely said, "Yes, they have the power to destroy, that cannot be denied… but it is that firm belief that this power can be used to save lives as well. We just have to be careful with how we handle it. Remember everyone, with great power there must also come great responsibility!"_

_For a long time, I just took those words at face value and didn't think about it much. It wasn't until I took philosophy classes in college that I really thought about them. Power, I learned, came in many forms and each human being has a power over one another, whether through words or actions. Because humans could be either a God or a Devil, each man has a responsibility to help one another._

_That's what a parent is all about isn't it? Power over a child, to help them nurture and grow to help them become independent… I failed in that responsibility. I need to set things right with that boy… my boy._

_Mei… I imagine him as the son you and I could have had._

A single water drop stained the page.

"…Y-yamashiro…" Shinji stuttered, his eyes sparkling with tears. "… I'm so sorry…"

The meeting with Mayumi and her father would not be for another hour. In that time, the boy allowed himself to cry, kneeling beside his old teacher's bed.

* * *

Mayumi Yamagishi looked up from the ground to see her friend had stopped running, clutching legs trying to catch a breath.

"Am… ***huff***… I late?" Shinji asked, panting heavily.

Looking on with concern, Mayumi said, "Are you alright?"

Shinji raised his hand up, "I'm good… huff, I just had to rush quickly. Had to do some last minute cleaning, you know?"

Deciding not to press further, Mayumi continued speaking. "In any case you're right on time. Father will greet us on the way in."

She noticed something hanging around Shinji's neck. "You brought a camera?"

The boy looked downward. He moved a hand and clutched it, his eyes closing. "It was a… memento from my teacher-" he opened his eyes again. "I thought it'd be nice to bring it here."

"Oh…" Mayumi nodded. "I see."

With that, Shinji looked up from the ground and took a gaze at Mayumi's apartment.

Except it wasn't an apartment complex at all.

It was a mansion. Impressively large in fact, towering over the two houses to it's left and right. The mansion was well maintained as well, the grass not rising beyond a few inches and a fountain sitting close to the front door.

"Wait, didn't you say you lived in an apartment?" Shinji asked, only now just remembering that fact.

"I did… sorry, I-" Mayumi stopped herself. She took a small breath. "I didn't want to give off a bad impression."

Shinji could understand that perfectly. "It's alright Yamagishi. I'm just surprised and all."

The two made their way to the household. Mayumi opened the door.

Inside showed splendor. On the floor, a checkerboard of black and whites, a long flight of stairs that separated to left and right. All around the room are paintings that showed scenes of armies battling each other out.

Shinji could barely make it all out, instead focusing on the statue. A giant statue of a man holding a bearded face in one hand, a sword raised up in the other sat in the center of the room

"That's a statue of David after slicing the head of Goliath."

He turned to the left, finding Tachiageru Yamagishi standing there.

"Very fine piece of art isn't it?" the elder Yamagishi said with a smile. "It's something of a fond memory. My mother made fantastic sculptures in her prime. This was the last piece she ever made, so it's something of an important keepsake."

Tachiageru then bowed.

"Oh sorry, I forgot my manners," Tachiageru Yamagishi said. "Welcome to my humble abode Ikari Shinji. Mayumi is always fussing over you, so I made time to see my daughter's friend."

"I… I don't.." Mayumi stopped herself. "Thank you for your generosity, Father."

"Umm, thank you Mr. Yamagishi." Shinji said scratching the back of his hand. The boy couldn't help but feel a sense of foreboding, that something wasn't right… but he couldn't pin point the reason why. He pushed those thoughts out of his mind. He wasn't in the mood for any trouble today.

"While we get to dinner let me show you some of my collection." Tachiageru said. "Ah this is a favorite portrait of mine!"

He pointed to a painting showing a woman about to nail a a larger man with a hammer.

"This is a scene from the Book of Judges. The Canaanites were oppressing the Israelites, so Jael, a woman who sympathized with their plight, invited their commander Sisera into her tent. When he fell asleep she killed him, delivering the Israelites their freedom. Jael is something of an inspiration to me. Her use of deceit was spectacular."

Shinji nervously responded, "I guess it is…"

"Ah here are some others I enjoy!" Tachiageru seemingly ignored him. "Esther making an appeal to the king for the survival of her people, Daniel in the lion's den, even Moses tearing apart the seas with God's power… My parents disapproved of my inclinations but never let it be said I am not a man of God."

"W… what sort of inclinations?" Shinji asked.

The man smiled. "All in due time… let's get to the dining hall"

* * *

And so they did.

Nobody spoke as they ate. Mayumi had an unflappable air, but Shinji could tell there was a nervousness to her as well. As if any moment something could cause her to snap from the tension. Tachiageru for his part was calm, though it seems he was preparing for something. Shinji kept himself quiet since he wasn't sure what to say.

Thankfully, that dilemma was taken away when Mr. Yamagishi placed his utensils down.

"See Ikari, even though I was raised Catholic I always had an interest in Biology. My parents disapproved since they wanted me to work as a cleric or become a priest. I fought and fought with them so many times, in the end I had to forgo their permission and signed up for a college anyway. Not like they found out though. An unfortunate… accident… caused a fire in my old home and they died, leaving all the money to me. It was with a heavy heart I set out to achieve my dream!"

Shinji looked downcast. "Sorry to hear about your parents…"

"It was a long time ago. Anyway, I met a lot of great people in college and moved with my life. I even dated a lot of girls, including Akagi." Yamagishi sighed. "Those were the times… Her breakdown was very unfortunate. Simply terrible. Anyway, has little Mayumi told you anything about herself?"

Mayumi's eyes widened. "Father, please."

"We don't really talk about each other that often." Shinji admitted.

"Well she is an interesting story." Tachiageru said. "After my parents' deaths, I realized how destiny can take away anything at any time. It make exceptions for no one. Because of that, I wanted a child of my own to carry out my legacy. None of the relationships I had were fulfilling or went much farther than a one night stand, so I had Mayumi be made in an incubating chamber using DNA donors from some random woman to this day I don't know about. Even with her… unnatural origins I raised her as my own daughter, who I hope would become a biologist like myself."

Shinji was surprised. "She was born in a test tube?"

"Made in one, yes. Didn't she tell you? Mr. Yamagishi continued. "I sometimes wonder what it must be like, to be made without a mother. It must be so strange. You're a good friend for willingly hanging around her."

**RING RING! **

That awkward conversation came to a merciful halt when a phone rang.

"Excuse me." Mr. Yamagishi said as he raised a hand to answer.

Mayumi couldn't take it anymore. She got up from her chair and ran as fast as she could. Shinji's eyes widened in surprise.

"Mayumi!" He shouted as he ran after her. Mr. Yamagishi… he only continued the conversation on his phone, "Don't worry, I'll be right over. Make sure he's kept secure in the lab."

* * *

When he caught up to Mayumi, Shinji heard her sniffle as her back was turned.

"Yamagishi?" Shinji asked, his hand moving to reach out.

It stopped when her face came into view… her ruby eyes stained with tears.

"Father…" She says quietly. Almost broken. "He always does this. He always treats me like this."

She covered her face with a hand. "Why can't he just be happy for me? Father always goes out his way to make me feel worthless… I'm sorry Shinji. You can go."

The whole evening, Shinji wasn't sure how to react to anything that happened. However even his naive mind knew he had to comfort Mayumi somehow. She had been there for him so many times, it would be irresponsible not to say anything.

Mayumi felt a hand on top of her head. She turned, looking up to see the hand belonged to Shinji, who was blushing and looking away from her.

"Yamagishi…" He said. "I won't go."

Brief words, and yet… Mayumi felt calm upon hearing them.

The boy grabbed the camera in his hand, "I'm sorry today was such a disaster… maybe we can take a picture? Together?"

Mayumi looked at it. She gulped. "… yes…"

In the picture taken, Mayumi could be seen smiling. And that, to Shinji, was worth much more than a thousand words from her own father.

* * *

Kuruto Inumaru was tied up in a dark room.

"I failed." he said to himself. "Damn it… that stupid boy got me into this."

Inumaru hated Shinji Ikari. He hated the boy for exposing himself out there, for putting him at risk, for being a terrible student who doesn't pay attention and causes trouble.

Or at least, that's what he told himself. The conversation he had with his wife enlightened him to many things. Primarily, the truth. He resented Ikari for daring to do what he couldn't do. For better or for worse, Ikari tried to stop the threats that came to himself and the city. Not like himself. Not like Doctor Inumaru who participated in horrific experiments and allowed them to happen.

Inumaru knew he would have to make it right. He would destroy his equipment, stop the program, call the authorities. His own guilty conscience would finally be at peace.

Only that wasn't what happened. Instead he was here.

He had no clue about what would happen. Would his family be killed? Would he be killed? Or would something worse happen?

He heard the door open behind him.

"Well, well well... it seems the good professor found himself in a bit of trouble."

Inumaru knew that voice quite well. He had conversed with this man so many times he would never forget him.

"**Yamagishi**."

Tachiagaru smirked. His expression was sinister, sending shivers down the professor's spine.

"Professor Kuruto Inumaru. I am so disappointed in you. Coming in here to destroy the equipment would be a new low... but that isn't even the beginning of your treachery is it?"

Inumaru's eyes widened. "How did you-?"

"I know everything. I know how you took the spider that was supposed to be contained in the lab to your classroom. I know that you've been in contact with the Spider-Man, who had been given the powers from the spider bite."

Inumaru was shocked. "You knew all that?! Why didn't you try to stop me before?"

"Honestly…" Yamagishi answered. "I just wanted to see what you would do. Would you sell out the Spider-Man to HERZ, therefore SEELE? Come here and beg for mercy? Trying to destroy your own legacy was unexpected, but not impossible. A guilty conscience can do things to a man. But what I really wanted to know was why you even brought the Spider with you to school anyway? Then I remembered a few things and put the pieces together…"

Yamagishi pressed a button. The wall opened up to Inumaru's side, who turned to look at the sight.

It was a man made jungle, bathed in green light. A stack of abominations surrounded the setting. Weird, deformed, mutated lizards, freaks of nature courtesy of the HERZ organization's experiments.

Inumaru noticed how... **ghastly **Tachiageru Yamagishi looked, his skin bathed in the green light contrasting with the tacky violet suit he always wore.

"… you lost your leg back in Second impact didn't you? You experimented with the lizard DNA to help regrow it. But the subjects all turned into misshapen monstrosities that died as quickly as they were born. But the spider… that survived. You wanted to see what made it so different without my interference. So you took it to the school for analysis, only to end up creating Spider-Man. Am I somewhere in the bullseye?"

Inumaru shook his head. "Stop… stop please…"

"Your act of selfishness brought forth something… **amazing**…" Yamagishi said elated. "You turned a fourteen year old brat into a potential prototype of human potential. With Ikari's DNA I took from the hospital he stayed at in my possession, I will perfect the formula for myself. But first..."

Inumaru felt a needle stabbed into his neck. "**AUGH!**"

"You should have thought about your wife and son when you performed your little rebellion, little lizard. You, the serpent, brought the fruit of knowledge to Eve, and now Eve is offering that fruit to Adam. That cannot be allowed. I will bring forth God's might upon this world."

**Notes for the Chapter:**

> The section with Shinji going to Yamagishi's room and reading the journal would go well with Chikai no Ballad, the ending theme to Toei's Spider-Man. Give it a listen, it's a great song!
> 
> I've been thinking. I see some fanfics hat have the authors answer reviews before and after the chapter. I think I might do that myself, starting next chapter I'll do that. Any questions you have, I think I can answer.
> 
> A lot of reviewers compare this story to Ultimate Spider-Man (or that it gave them Ultimate vibes). Looking over it again, it's true I've been pulling a lot from it. I think it's just that lot of it's ideas just work well in the context of Eva, but there's possibly a deeper reason for it.
> 
> Both Evangelion and the Ultimate universe take place in these realistic landscapes where genetic experiments and government conspiracies are given a lot of focus, with characters being a lot more flawed compared to other mecha shows or the regular Marvel universe respectively. Evangelion achieved it's realism by having characters be nuanced and multi faceted with complex psychological problems that made it interesting to watch. The Ultimate universe just turned almost everyone into assholes for no real reason XD.
> 
> Anyway, The Lizard shall strike in: "Metamorphosis"
> 
> Edit: Older notes, cross posted from fanfiction.net.


	11. Metamorphosis

**Summary for the Chapter:**

> Actions have consequences as Spider-Shinji confronts the mutated Inumaru, now The Lizard, and finds out some shocking revelations!

Inumaru Maasa happily hummed to herself.

With a knife, she sliced some meat for dinner.

Maasa had just arrived home with little Taiten, fresh from school. The wife awaited her love, who would be coming home from work any moment soon. She didn't believe to have much reason to worry.

She often wondered what it was her husband was really up to though. Kuruto would never get into detail about what research he was doing, who the company hired him was, or about any co workers. The most she had was a brief glimpse of DNA files on different types of lizards Maasa spotted on his desk one time.

It made Maasa recall a memory from a time ago.

She and Kuruto sat together in a picnic. They overlooked a shiny lake on a bright sunny day. The man rubbed his leg, wistfully looking up to the sky. It was here when he told her about how he had been at a party during Second Impact. The house was utterly destroyed and his leg was trapped in some of the rubble. Fortunately he had managed to survive. His leg unfortunately had to be surgically removed.

With that in mind, Maasa presently had a guess as to why his research would include lizards.

If it was true… well, she wished him all the luck. There was so much pain in this ruined world. If her husband could find a way to restore his leg, countless others would be able to get similar treatments. Anything to soothe humanity's ills in this cruel planet.

She heard the front door slam open.

"Mom! Dad is hurt!"

At that, she turned around. Her eyes widened in shock as she ran to Taiten's aid.

Professor Kuruto Inumaru was lying on the floor. Maasa could see massive blood stains on his lab coat, the clothes having been ripped apart in a lot of places. She was able to notice the presence to scales around parts of the skin she could see.

"KURUTO!" Maasa shouted. She had many questions as she held her husband in her arms. "What happened? Was there an accident in the lab? We need to get you to a hospital right now!"

Kuruto managed to raise his head to meet his wife's worried face. His eyes were wide in fear.

"Maasa… Taiten… please…"

His eyes dilated.

"…run…"

"Did you guys hear? Yashida's been arrested!"

The students were flocked together. Last night, Kenichiro Yashida, head of the Yashida Company had been arrested by the police due to recently discovered ties to the Kuzuryu criminal organization, as well as evidence he had been responsible for the recent super villain phenomenon sweeping the city.

Many breathed a sigh a relief, believing the ordeal was over.

Shinji Ikari wanted to believe that. He did.

"Something doesn't feel right…" the boy said to himself.

Doubt was the poison that strangled the hopes of man. Sure, Yashida was arrested and hopefully crime will be reduced. but there was no mention of the super villains brought forth. Rhino, Shocker, the Shiraishis…

Shinji couldn't help but feel a sense of foreboding… something wasn't right about this at all. If the police had done a thorough investigation, wouldn't they know more things Yashida did?

"Just my imagination… but isn't this a little too easy?" He asked.

Shinji resolved not let himself go down dark paths. He would talk to Professor Inumaru today and ask him what he knows.

The door opened, but a stranger walked through.

"Excuse me students." The stranger spoke. "your regular professor will not be teaching today. I will take over as your substitute."

A random student raised their hand.

"Why is that sir?"

The adult sighed. "Kuruto Inumaru is missing. His family had been found dead in his house and the police are on the look out for him. They think he committed the murders but no one knows for sure. In the mean time let's get back to class"

Doubt can be either a poison or a medication.

In this case Shinji now became alert to the situation.

'What? That doesn't seem right.' He thought to himself. In all the times we talked the professor was worried about what would happen to his family. Did…?'

Shinji clenched his hands. 'Did they get to him? Did they find out his connection to me?'

The boy would find no answers here.

Once class ended, Spider-Man would have to find them himself.

The duality of a secret identity was one Shinji had become intimately familiar with over the months that spanned his career as a costumed vigilante.

As fourteen year old Shinji Ikari, he would be dissuaded from entering a crime scene by the police, who feared possible evidence contamination and wouldn't take him very seriously.

As Spider-Man… well, he would probably get shot for even coming close.

Even so, the fabulous wall crawler clung to a nearby lamppost to observe the Inumaru residence which at the moment was surrounded by police officers. There wasn't much he could tell from the spot. All the bright lights coming from the cop cars are just too shiny for this fella.

With that, he launched a web line and swung a little closer, landing right beside some bushes. They were conveniently high enough that no one could see him. The sounds and conversation were loud enough that no one could hear him either.

Spider-Man looked around from his spot. It was in this closer area that he noticed a dangerous prospect.

Yashida Company vans. With several employees in jumpsuits outside talking to officers.

'Very suspicious… maybe Inumaru had been caught?' Shinji thought. 'They could be here to remove any evidence of anything they did.'

He then heard a pair of footsteps. Retreating a bit, Shinji kept his ears sharp. He saw the steps belonged to a pair of officers. They were holding a conversation while holding coffee. The boy listened in…

"I dunno… I never liked the slimy bastard but I don't think Inumaru would just kill his own family like that." said one of them. "That's like the one thing he never complained about?"

"Maybe he had something to hide. You never know with those nerdy types." said the other cop, who had a mildly disgusted tone. "I don't particularly care for low life scum. Least of all anyone on Yashida's payroll."

It seems they found out about that at least. Shinji continued listening.

"Yeah… strangest thing is that they weren't killed by any known murder weapon like knives or bullets. We found traces of scales on their wounds."

"Seriously? Scales? The fuck, is this some new super villain on the loose?"

"We found similar traces on foot prints around the neighborhood. I'm having our forensics boys take a look at 'em and figure it out what they could be."

"God, every day it just gets weirder and weirder. First Spider-Man, then Rhino, then Sandlady and Electro, fucking Doctor Octopus. What kind of world are we living in?"

"Hell if I know. We just gotta adjust somehow."

Spider-Man tuned out the rest of the conversation. Scales… What the hell happened? Was it some sort of experiment gone wrong? They said they found footprints around the neighborhood. Maybe he should start there.

Shinji felt a sense of dread.

'This is all my fault… I need to help Inumaru any way I can!'

With that, he launched a web line and swung to track down the professor.

Whatever happened to Inumaru, he wasn't that hard to track down.

Leaving aside the footprints left behind on the pavement (with terrified civilians trying really, really hard not to walk on them), there were some pieces of ripped clothing left on the street, which Spider-Man was able to easily use to find the path.

The path took him to an alleyway. Aside from the usual feeling of disgust one would expect from smelling the feces in such a place, there was a minor change in the environment.

Namely a hole where a sewage opening would be.

'This must be where the professor went.' Shinji confirmed to himself. He got on all fours and climbed in.

He stuck to the ceiling. If the feces was strong on the street, then down here was much worse. A combination of horrible, filthy smells filled the boy's nostrils, giving him the urge to just vomit everywhere. Not that it would help. If he did that all he would do is contribute to the horrid odor of the Kokoro sewer system.

Spider-Man saw claw marks on the walls. 'He's here somewhere… I need to find him.'

At this moment, Shinji involuntarily thought about a concept he remembered from class. The Hedgehog's Dilemma. As the saying went, hedgehogs in the winter huddle together to keep warmth, but their sharp spines would only hurt them instead. They could not closer or else they would harm each other.

"PROFESSOR!" The boy shouted. "Where are you?"

The boy wondered if he had stayed away from Inumaru, if he had kept any contact minimal, would any of this even had happened? Would the professor's family be alive happy and free? Would Inumaru been left alone?

A loud growl echoed through the tunnels.

"I was at your house… your family!" Shinji cried out. "What happened?"

He could not make another mistake. Not after Yamashiro. Not again.

First there was a snarl… then a throaty, groaning voice was heard.

"My fault…"

Spider-Man was glad he heard something, but was confused. "Your fault? What do you mean?"

A loud slam boomed over the tunnel, causing it to shake.

"My family… dead… my fault…" A slithering tone whispered through the tunnel. "They're all dead because I helped you… because I helped HIM."

Shinji felt a stab in the heart. He continued though, "Help who?"

"He did this…" Inumaru said. "That man… he gave me… a serum of my work… with YOUR blood… and turned me into this…"

The boy heard sobs.

"They're all gone… they took away my family… I know what to do now…"

Spider-Man felt a growing sense of foreboding. "Please, professor, don't do something you're going to regret."

"He took my Maasa! He took my Taiten!"

The boy saw a shadow on the wall. It was big… and inhuman. As he got closer, the shadow moved away.

Before he could respond, Spider-Man felt something grabbing his head and slam him into a wall. His eyes were able to see him.

Or rather… it.

A monster had replaced the good professor Inumaru. In his place stood a tall, scaly reptilian man, with a long tongue, golden eyes full of hate and fear, and large claws on his fingers.

"I SHALL TAKE HIS DAUGHTER! YAMAGISHI WILL PAY FOR HIS SINS! SO SAYS… THE LIZARD!"

He threw Spider-Man into the sewer waters, jumping away and crashing through the ceiling.

Shinji got himself out of the water. He knew that the first thing he had to do when getting home was cleaning this outfit, but that wasn't particularly important right now.

When he heard Yamagishi's name, the boy didn't need his spider-sense to know what was gonna happen next.

Mayumi Yamagishi looked up to an unfamiliar ceiling.

A book on her chest, she lied in her bed reminiscing of the past. For much of her short life, she felt utterly alone. Her father was often away to deal with strange men in suits, keeping her away like Rapunzel on a tower, isolated from the world around her. The life of blank walls and purposeless days was draining and exhausting. It was miraculous when Tachiagaru let her enter regular middle school away from the compound. That day would lead to her encounter with one Shinji Ikari.

Shinji… that boy had defended her that day. Even once she got adjusted to life in school he was the only one she considered a friend. Far too shy or too caught up in her own worries to make connections with anyone else. She enjoyed his company at lunch and in the library, and the few times they went out together were joyous.

Her admiration only enhanced yesterday. Her father told him the truth and yet Shinji did not care. He stayed and took a picture with her. Right then and there, Mayumi decided that he was someone she could rely on.

But he doesn't know the full truth, does he?

'I can't tell him…' She thought.

There was a secret she hadn't told her friend. Mayumi figured that if he knew out the truth about her birth… about where she really came from… He'd be disgusted.

Because she was disgusting.

A disgusting little creature.

A disgusting, cowardly, sneaky dishonest little piece of-

THUMP

"WAAH!" Mayumi squealed in shock.

She jumped from her bed and looked around her room. All quiet, nothing seemingly there. Her balcony was open, the breeze controlling transparent sheets to block any view. Frightened, she found herself staring at it.

A large outline appeared through the sheets.

"AAAAAAAAHHHHHH!"

Spider-Man heard the scream far too late.

Over The Lizard's shoulder was Mayumi, who from what Shinji could see was in shock. The creature jumped from the balcony onto a rooftop, Spider-Man deciding to give chase.

He was determined not to let Inumaru get away with her.

Problem was that the creature was surprisingly fast for a big Lizard man. Perhaps the product of experimenting with different types?

'No time for questions, Ikari.' Spider-Man admonished himself. 'Don't get distracted when your best friend might get killed!'

Eventually Spider-Man chased the Lizard to a rundown neighborhood. Abandoned factories and warehouses littered the area, no doubt left behind from the early remains of Nagano Kokoro is based on.

The Lizard stopped on top of one such building. He- no, it Shinji said to himself- punched a hole into a wall. He entered it without a second thought.

Shinji followed, wondering what that particular building might have been used for. He steeled his nerves and travelled through the hole.

There was nothing particularly noteworthy about this place. It was a large warehouse with boxes and dirty floors. Shinji fan a finger through one of the boxes, cringing internally. On any other occasion he would want to inspect this place and clean it thoroughly. Yamashiro taught him the value of a good clean environment, and that was one lesson he took to heart!

Before he could get distracted, he saw another hole in a wall. This time he saw the sign next to it.

Yashida Company.

'One of their hidden bases no doubt.' Shinji thought to himself. 'Why here though?'

He did not question further. Mayumi was still in danger!

Spider-Man went through that hole, and sure enough he found himself inside a more modern complex. The hallway is more recent, which he could tell from the shiner metallic covering of the area. However, any presence of life seemed absent.

He walked down the abandoned facility. There was a foreboding quietness in the place. He took a step. And another… and another… he reached the end of the hallway. He turned to the left-

Dead bodies littered the corridor. They were horribly slashed and gutted, strung up to the ceiling by cables or lying motionless on cold steel. There were even some quiet moans coming from a few.

"My God…"

Shinji felt an urge to vomit. For the briefest of seconds, he back at an alley way where the Vulture savagely ate away some unlucky criminal, how he just stood there and witnessed it. This was a hundred times worse. That was only one body. This was about a hundred more souls he didn't know.

The only reason he wasn't barfing up a storm was because Mayumi was still in trouble.

Mayumi!

He focused on the task at hand. From what he could see, the bodies had been here since yesterday. That meant Inumaru had been here before. Maybe whatever happened to him happened in this place.

'Why lure me here though?' Shinji wondered. 'Was there something he wanted…?'

Ultimately, Spider-Man came across a large steel plated door. There didn't appear to be any locks or mechanisms to open it on this side, except for a lone scanning console to the right.

The door opened, and the boy's spider-sense started tingling.

This was it. No time for breaks. Shinji took a peek inside.

What the room was was a large jungle. Trees, vines and grass were everywhere… but it didn't quite look right. One could tell without much thought that this was man made, clearly made to resemble an environment fit for various Reptilian types.

Spider-Man took a few steps.

Inside a place like this, there were many places where the Lizard could be hiding in. Spider-Man hoped Inumaru was still in that monster somewhere. If he wasn't…

Shinji walked around, trusting his spider-sense to alert him of any danger. Soon enough he heard rustling.

"I know you're here Professor!" He shouted. "Let Yamagishi go! We can figure something out!"

More rustling. This time accompanied with a loud growl.

The boy clenched his fists. "I'm sorry! I should have listened to you… your family didn't deserve what happened to them! You don't deserve what happened to you! You shouldn't have gotten hurt… I'm so sorry, please come here! We can fix this!"

Then Shinji spotted her.

Mayumi Yamagishi, lying on the floor with her eyes closed. She was unconscious, but nothing suggested she was injured.

"MAYUMI!" Shinji shouted. He couldn't help himself as he ran towards her.

Just then, a familiar headache entered his skull.

Spider-Man moved out of the way of a lunge attack from his left, dodging a swipe of a clawed hand.

No guesses as to where the attack came from.

"Grrrrrrr!" The scaly Lizard creature snarled in rage. He tried to swipe at Spider-Man again.

"Professor! Please stop this!" Shinji yelled out, but to no avail. "It doesn't have to be this way!"

The Lizard said nothing. His… no, It's… instincts have taken over the mind. All it could think at the moment was the complete destruction of Spider-Man, a prey that ruined the life of one Kuruto Inumaru one time too many!

The Lizard's attacks moved with ferocity and viciousness. All instinct and no brains. Shinji realized it as he bare dodged the claws. Lizard may have more power, but Shinji was faster and had the advantage of a sane and coherent mind.

The boy has the experience of fighting super villains before. In each of those fights he used the environment to his advantage. What could he use?

He jumped away and moved further into the jungle.

The Lizard's ire grew. No, this won't do a one bit!

It jumped towards the path, aiming to catch the little spider that dared to run away. It landed harshly, turning it's nose to smell the terrain eager to find a scent.

It sniffed and sniffed, searching for the elusive prey that oh so gleefully ruined it in a past life.

All of a sudden, The Lizard felt something heavy drop on him! A tree fell on top of it keeping it down. Perpetually angry, The Lizard slashed the tree with it's claw, getting back up.

Then, a kick from behind it's head! The Lizard was knocked through several trees into somewhere else… a small clearing, with a nice lake close by.

Spider-Man chased after it. He launched webs into it's mouth, running his fists violently through it's head. Lizard heard this costumed brat's voice but couldn't make out what was said. More pleas for attention he assumed. He-no it- had to silence him forever.

The creature grabbed Spider-Man, dragging the web swinger into the lake. Inside the water is when lizards are the fastest, the Lizard doubted Shinji Ikari could say the same. Indeed, Spider-Man struggled to even move as the Lizard grabbed his neck and tried to choke his life out. He looked up to see the Lizard's sadistic grin looking down on him. Each punch Shinji sent had no effect, it just continued squeezing for dear life. He had to get out of there somehow. He couldn't die here!

Spider-Man swam then. He made it to a corner and took advantage of the stones behind him. Using his legs, he propelled both himself and the Lizard up into the air. They swiftly bursted out of the water like flying bullets.

Shinji had no time to waste. As soon as the Lizard's grip faded from his neck, he launched to the offensive. Spider-Man shoved the Lizard onto a tree, punching and punching and punching. Not giving it the slightest edge in this fight, just whamming it into the tree.

This time, something in the Lizard's eyes changed. Shinji felt something grab his neck. The Lizard used its tail, throwing Ikari away from itself. It ran off from the scene.

"Not again!" Spider-Man shouted, launching a web line. No time to waste, he's going to catch up to the Lizard one way or another. The creature was fast though. It moved past Mayumi, and used it's body to burst through another wall.

Shinji was surprised at that. However, he stopped when he noticed something about Mayumi. Namely that she seemed to be waking up.

Mayumi had no idea where she was. She laid on the ground, a breeze sending shivers down her body. She was shocked at the grassy floor she felt with her hands. She was even more shocked when a familiar costumed vigilante landed right in front of her.

"Spider-Man! What are you doing here?" she asked. Then the memories hit. "Wait… That thing-!"

"It's okay May-Yamagishi." Spider-Man said. "You're safe now."

He wrapped Mayumi around in a hug. The poor girl returned it, hoping for any sort of reprieve from the nightmare she landed into.

"Where… where are we?" She asked the web swinger. Then Mayumi sniffed. "and why do you smell so awful?"

Spider-Man looked up at her sheepishly. "Umm… I went for a swim in sewer water before getting here. Anyway, I think this is some a lab Yashida kept a secret. I don't know why that lizard thing wanted me here but- anyway, stay here. That thing could attack you at any time so hide somewhere safe okay?"

Mayumi was not about to argue with the man who saved her life twice now. She nodded.

Mayumi walked to a near by bush. Satisfied, Spider-Man looked at the hole lizard just dug through. Time to end the chase.

He went through the hole… only to be shocked at what he saw.

Much like the hallways before this point, there were corpses. Corpses of misshapen forms and ruined bodies. These were lizards, Shinji realized. All in mutated forms similar to Inumaru, but not quite. Clearly they were prototypes for the serum Inumaru was working on. Looking around, Shinji saw capsules that contained white material. It was being twisted and bent, being processed into a liquidated form, being sent somewhere through the tubes.

Spider-Man shuddered to imagine what that could be.

For a while, it seemed that was all the room was. A macabre exhibition of science built on death. Then a flickering light was seen overhead,

Shinji was able to witness the Lizard messing around with a large computer screen.

"Inumaru!" Spider-Man was about to punch it when the Lizard raised a hand. It was a motion to stop.

For some reason, Shinji did. Not for the first time, he was confused.

The Lizard continued. It- no… he- typed something into the keyboard. On the screen various computer files started opening up.

First was an image of… something being pulled up by cranes. According to the text, the thing on the screen was found on an island recently dubbed the Savage Lands. The subject had apparently mutated a once barren location into a fountain of weird and unusual wildlife, including long extinct species like dinosaurs. The subject was identified as the Second Angel, Lilith.

'Second Angel?' Shinji thought. 'What do they mean by Angel? What happened to the first?'

The second file opened was Lilith in full view. A white human shaped being with a mask tied to a cross. The boy shuddered at it. What was that thing? Another picture in the file showed the Angel's legs being cut off, the text explaining a transfer to Kokoro.

The third file showed HERZ being given the task to study the legs. In exchange for research, NERV could use whatever they found for the Evangelion project currently being worked on in Tokyo-3 and other locations around the world.. They also had access to create weapons for governments. It was theorized that Lilith's DNA was fundamentally compatible for all sorts of life on Earth, which made it easy to splice the DNA of animals with that of humans.

'Is that why the spider…?' Shinji realized, grabbing his hand.

The fourth file showed the various results of the experiments done. They were listed from latest to earliest. First as the various super villains (which made Shinji clench his fists); then the spider and possible theories on how Spider-Man worked (which made Shinji panic a little); then the lizards came, the one Inumaru had worked on. Then…

Test Subject: Mayumi Yamagishi.

"No…"

Infiltration and Destruction Unit. Sent to spy on The Third Child, Ikari Shinji.

"No please no." Shinji denied it.

How could he not? If he were to accept it… then it would have been a lie.

A pair of hedgehogs could not come together in the winter or their spines would hurt one another. The closer you are... the harder it hurt.

The Lizard pressed one more button.

SELF DESTRUCT ACTIVATED!

"Wait, what are you doing?" Shinji moved to stop Inumaru, The professor however motioned him to stop.

"G… go…" He growled. "Will… join… Maasa and Taiten… soon… Explosion only kill… monster…"

Shinji refused to give up. "No! We can fix you! I can help you!"

But Kuruto Inumaru already made his choice. He whacked Shinji with his tail, sending him to the wall.

"Go… little… insect… you did enough..." He said firmly. There was no compromise,

Sadly, the boy tried to raise a hand up… but found no words to say. He blinked away any tears he had. He only walked outside.

He heard an explosion go off when he saw Mayumi Yamagishi running toward him.

"Spider-Man, did you get him? Is he dead?" Mayumi asked quietly.

Spider-Man did not answer.

"Let's go Yamagishi."

Mayumi was surprised by the tone in which he said it, but said nothing herself. Perhaps the fight took it out of him. "Thanks."

He swung with her back to the apartment. He went the whole trip without saying anything.

The next day, Mayumi immediately made her way towards Shinji. She was still rattled from last night's debacle, remembering the Lizard's snarling face and the claws surrounding her…

She was scared.

Spider-Man had acted weirdly towards her too. Mayumi needed to see her friend or else she might go mad.

Soon enough, she spotted the boy sitting on their table, listening to something on his S-DAT player with his earphones.

"Shinji!"

She called out to him as she sat. He turned towards her,

"Last night was an utter nightmare, Ikari." Mayumi started. "I was attacked by some kind of creature but Spider-Man saved me again! I was so scared though, I couldn't sleep at afterwards-"

It was then Mayumi noticed the boy was staring at her with a strange almost unreadable expression. As if a dam was waiting to burst.

"Something wrong?" She asked.

Without so much as a response, Shinji got up… and left.

And once again Mayumi felt like Rapunzel, locked in her tower… isolated from the world around her.

**Notes for the Chapter:**

> Author's Notes:
> 
> We're reaching the beginning of the end, people. Or at least the end of this story arc. To be honest I was surprised by all the comments hating on Inumaru. I mean, sure he wasn't really a nice guy but one would think a guy who's concerned about his family would be a touch sympathetic to most people. Hopefully this chapter'll make you feel for him a little.
> 
> His character was inspired by the Lizard from the 70's Spider-Man manga, on which this chapter is loosely based on. Both have Inumaru as a last name, which is about their only similarity as characters. Otherwise I tried to go for something more unique with this iteration of the Lizard, having this sort of reluctant mentor character that Shinji ends up being partly responsible for. A good man stuck on a bad path by forces outside of his control was the intent, although readers may disagree with that XD
> 
> Stay tuned for next chapter: Mayumi.
> 
> Edit: Older notes, cross posted from fanfiction.net. Took out the responses to the commenters in the fanfiction.net version. Also took out "calming influence" from Mayumi's profile so that the implication of her mind controlling Shinji to a degree is absent.


	12. Mayumi

**Summary for the Chapter:**

> Mayumi Yamagishi had a hard life. A controlling father, no friends, a life that is coming apart... it all comes tumbling down this chapter.

**Notes for the Chapter:**

> Author's Notes:
> 
> Welp, we're near the endgame (pfft). I'll give a more detailed account next chapter.
> 
> Edit as of September 14, 2019: Added Shinji defeating the Silver Samurai and Shocker while getting away from the police. It needed closure.
> 
> Edit as of October 4, 2019: Took out the fanfiction.net responses.
> 
> Anyway onto the story!

_ **Mayumi** _

Kenichiro Yashida waited patiently.

He could have gotten out of this cell some time ago. Even without the money and resources of his company, he still had skills from his teenage years working as a thief for his father Shingen. Second Impact gave him more of a reason to sharpen them.

Yashida did not escape for one simple reason. He was waiting for someone.

He had given specific instructions to seek out any information regarding the whereabouts of his comatose sibling, Shiro Yashida. Kenichiro had kept Shiro in one of his facilities, had doctors watching over the body 24/7. He suspected Yamagishi might send some agents to retrieve Shiro, so Keniciro gave instructions to his top men to get there first.

He wanted his little crybaby brother to be safe.

**BOOM!**

Kenichiro was disturbed from his rest, seeing the wall behind him utterly demolished. He saw his trusted minion, Shun Oshiro AKA the Shocker, had cleared the path for him.

"Yashida," Oshiro bowed. "The preparations have been made. We even brought the Silver Samurai armor as requested."

Yashida got up. "Thank you. What about Shiro?"

Oshiro hesitated. "We arrived at the facility per your instruction… however, by the time we made it the place was ransacked. Someone also stabbed a knife through your brother's body. My apologies." Kenichiro Yashida never expected a happy ending. He was not a naive sort, he had no delusions that even if he succeeded in his goal Shiro would have hated the man he had become. However, the thought that his brother would be gone for good…

"It is alright, Shocker… we will hunt down the Spider for what he has done."

He could not get revenge on Yamagishi nor SEELE. They were too powerful. But there was one he could kill.

At that, Shun smiled. "Of course sir."

The two stepped out, Yashida having already planned his revenge. '_Soon Spider-Man… the Silver Samurai will have his vengeance._'

* * *

"In the name of our Holy Father, we come to you for Grace…"

The opening prayers repeated themselves, just like every morning.

A black haired, red eyed girl with glasses held her hands together, her knees bent over the table. She never really understood this morning ritual, but never said a word. Her father would be disappointed if she did not participate.

".. the father, the son and the holy spirit. Amen."

When he finally finished, Tachiageru Yamagishi looked over his daughter. "I'm going to be spending the day in the lab. The final pieces of my experiment are coming together, so do not disturb me."

He patted her head.

"You have done well. Head to school." Mayumi Yamagishi nodded. "Understood."

* * *

Mayumi Yamagishi began her day by walking.

Her house was around the area of the school, so there was never a hurry to get there. She took her time, to get wrapped up in her own thoughts.

She wondered about what books in the library she hadn't read. Or if they added any new food in the cafeteria. She thought of Shinji Ikari and wondered if he was willing to talk today.

What would he even say to her? Would Shinji be listening to his S-DAT Player like he usually did? Would he even so much as look at her? It seems like every passing day he was disappearing more and more. Even before the current week begun he often disappeared during the lunch time to get away from school. Now though, she was even lucky to catch a glimpse of him. Like some kind of cryptid.

Mayumi blinked those thoughts away as she entered the school.

Her days often went by without much trouble. Mayumi was a mousy little thing, never standing out in the crowd. As such, no one talked to her, and she… well, she'd be too shy to talk to them. It was like there was a field that separated her from everyone else.

Lunchtime came.

Mayumi hoped that today would be peaceful at least. That she could eat her food and go back to reading. She had a perfectly nice book on hand for this moment. She even wondered if Shinji would show himself this time, a little fearful of what he would say.

The bean that hit her face said otherwise.

Annoyed, she turned to see a pair of students casually whistling.

She went back to read… only to get pelted.

Again. And again.

Mayumi glared at the students who were now chuckling. She would have tried to say something, but then she spotted Shinji. He saw her, but turned is head away. The news came on, saying something about a bank robbery. At that Shinji ran out of the cafeteria.

Probably went out to get food by himself again. Mayumi got up and went to somewhere she knew wouldn't be disturbed.

Only a few minutes and she opened the door to the school roof.

Students often come up to this place to get away from the crowds below. Either to eat lunch, talk with friends, or even just listen to the sweet vibrations of an S-DAT player, this was an ideal spot for many an anti social sort. The only danger was the lack of a fence around the rooftop.

Mayumi Yamagishi looked at the food she had. She placed it on the ground and walked forward.

What did she do wrong?

It has been a few days since Shinji Ikari walked away from her. He was angry, but she had no idea why. Did she do something wrong? Did he realize what a disgusting creature she was?

She had no idea. He wouldn't talk to her once, not even coming up with an excuse. He looked away as if he was ashamed. Shinji was her only real friend, but he just kept ignoring her and walked away, as if she was a stranger in his eyes.

Mayumi put out a foot from the ledge.

Why did any of this have to happen…?

She brought the foot back.

Mayumi took a deep breath, admiring the sun and taking in the environment around her. The city is a flawed kaleidoscope of buildings and run down streets… but it was home. Home in a way nowhere else was.

Mayumi blinked the tears that started to form in her eyes.

She was such a coward.

She would _**always**_ be a coward…

* * *

Shinji had come to realize web swinging had many advantages.

Compared to cars that always get stuck in traffic, Spider-Man could always get to locations as quickly as possible. The web swinger always felt a sense of freedom like this. He thinks even enjoyed it more than listening to music on his player. How unbelievable is that?!

There is just something about feeling the wind on his face, seeing the people below doing their daily routines… it gave him something sitting on the train by himself never could.

It was an escape from reality.

An escape from thinking about her.

'_I can't look at Mayumi the same way…_' Shinji thought. '_She lied to me… It hurts…_'

In the days he had been avoiding Mayumi, Shinji had time to calm down and think over. In hindsight, he regretted just abandoning Mayumi like that. It might have been a lie for all he knew, but she didn't seem to know anything either. Ikari knew that deep down he should just talk to her to figure out the truth.

He missed her. Her smile, the concentrated look when she reads books, her soothing voice, her ruby red eyes… he missed when they sat down together and just had each other's company. She helped him out so many times.

But when it came for him to help her, he just left.

'_I'm stalling… maybe I just don't want the truth._' Shinji thought. '_Tomorrow then. Tomorrow I'll talk to her._'

That was what he said yesterday. And the day before.

Soon, gunshots were heard on the street below.

"Oh what now?!" Spider-Man grumbled to himself. He witnessed a shootout between the police and some gangsters. They were in front of a bank.

'_Typical, another fucking bank heist._' Spider-Man swung in. '_Don't these guys have ANYTHING better to do?'_

One of the criminals looked up, "Hey it's Spider-Ma-"

He got webbed up before he could finish saying the name. In fact, none of the criminals even had a chance since Spider-Man swiftly kicked them all to the ground.

"Well that was easy, time to see who's inside." Spider-Man said to no one in particular.

He suddenly felt something slice his back.

"Ngeh!" Spider-Man grunted, turning around. He clutched his back as he saw his attacker.

"Spider-Man. We meet at last." It was a man with samurai armor. Silver in color, the symbol of the rising sun in the center of his chest plate. He held out a blade prepared for combat. "You shall pay for the crimes committed against the Yashida family!"

Shinji got into a fighting stance. It would be a difficult fight, but he was prepared.

The Silver Samurai charged. He swung to the left, Spider-Man bending to avoid the strike. As the Samurai swung to the right, the web slinger jumped up and kicked him.

In an instant, Kenichiro Yashida was knocked out.

"..."

"Master, we need to-" Shocker came out of the bank. He instantly panicked on seeing Spider-Man standing over his boss. "Stay back or I'll shoot!"

Shinji didn't even bother. He shot webs directly at Oshiro's gloves, short circuiting them. The Shocker fell as he was electrified by his own invention. Every other gangster looked at each other, and raised their hands up.

"... So was that it? No one gonna attack me?"

Just then, an officer pointed a gun at the wall crawler. "Hold it right there freak! We need to take you to custody!"

"Alrighty, here we go!" Spider-Man instantly zipped away to avoid the officer.

"Get back here!" The officer pointed a gun towards the retreating vigilante. He fired a bullet in the air.

However, Spider-Man's senses were sharp, He instantly moved to avoid the bullet and launched another web line.

"Sorry officer but I'm allergic to bullets! Gonna take my meds bye!"

Shinji grinned as he swung back to the school.

* * *

"Where are they?"

Mayumi rumbled through her locker. Her hands were searching for a particular object, one she needed. However, there are nowhere to be found. The girl grew desperate.

"The pills!" Mayumi cried out. "They have to be here somewhere! Just where?" When she was little, her father told her she was unique among other children. He said that she was an Angel, sent from God himself in an imperfect form. The light of her soul would cause grievous harm to whoever witnessed it in it's full power. As such, he gave her a set of pills to keep her condition under control. If she didn't take them…

"Looking for these, Yamagishi?"

Mayumi turned to see the two students from earlier in the cafeteria. One carried her pill capsule in his hand.

"How… how did you get them?" She asked.

They grinned. "We were just passing by the student lockers to look for stuff to borrow, and yours happened to be on our list. You don't mind if we take these do you?"

"Give it back!" She ran over to grab the capsule, but the student was taller and moved it away.

"Oh yeah? Make us!"

The students laughed as Mayumi tried desperately to grab the capsule, but they kept it away from her. They were too tall and she was too weak.

"Say Yamagishi? You want them so bad?"

Mayumi had a bad feeling where this was gonna go. "Here!"

The student dropped the capsule on the ground. Mayumi looked at him, suspicious. She reached out to grab it-

**CRUNCH!**

Just like that, they were reduced to ashes. Mayumi's hopes were crushed by a fit of despair, as she desperately grabbed to any trace of the pills.

She started licking the floor, trying to get any remaining dust from the floor. Anything, even if it was the slightest sliver. Her eyes brimmed with tears, her face flushing in sheer humiliation over the situation.

The bullies laughed at her.

"Just look at her! She's licking the floor dry just to get some drugs, pffft hahahahaha!"

The student would continue laughing, or at least he would've if it weren't for the hand he felt upon his shoulder. An irritated eyebrow raised, the student turned to see who dared touch him

"Watch it jackass, you think you can mess with-"

A punch to the face sent him to the ground.

Mayumi looked up to see who did that… she was definitely surprised to see Tsuyoshi Kotei, standing right there. He was **pissed**.

"Get back up. If you have nothing better to do than harass a girl, head to class or you'll get detention." Kotei growled. He raised a fist. "Give me an excuse. Any."

Terrified, the bullies scampered off. This left Mayumi and Kotei alone.

Mayumi didn't know what to make of the situation. She was glad he told them off but…

"That was your medication wasn't it?" Kotei asked. The girl stilled. "You need it?"

She nodded. He turned around.

"I'll tell them you're sick and needed to leave. Go home."

The girl got up. She wanted to say something, anything… but nothing came out. Kotei didn't seem to care though. His expression was firm. So, she did as he said and started walking. "Ikari's been avoiding you for a while."

Mayumi stopped.

"Any reason why?"

"…I don't know. He hasn't talked to me in a while."

Kotei frowned. "Alright. Leave."

And she did.

* * *

Spider-Man opened the air vent and crawled inside.

'_That was way too easy._' Shinji thought. The "fight", if you could even call it that, between himself and the so called Silver Samurai was laughable. One kick- not even two or three, just **ONE**\- put him down for the count. It wasn't even like Doctor Akagi where she had all sorts of clever tricks with her tentacles that he had to overcome. Yashida just swung his sword at him and **WHAM!** Down.

It was kind of ridiculous honestly.

When he entered the locker room, Shinji made sure to place the vent back in it's proper place. He opened the bag and took out his clothes to put them on. Shinji blushed when he saw himself in the mirror. No matter how many times he saw it, he still wasn't used to the muscles he had in his body. All the results of the spider two months ago.

For once, he was in before the bell rang, so maybe if he hurried up he could get to class fast.

He had his uniform ready and turned away from the lockers to go outside. However, the door opened. In stepped Tsuyoshi Kotei, who seemed angry.

'_When is he ever not angry?_' Shinji thought. He decided to get whatever business Kotei had with him over with so he could leave. "What can I do for you?"

At that, Kotei raised a finger at Shinji.

"You stupid son of a bitch!"

Shinji frowned. "What did I do this time?"

Kotei grabbed him by the slacks. "Yamagishi that's what! She's lonely and depressed ever since you two stopped talking. What the hell happened? What did you do to her you asshole?!"

This was about Mayumi? That was new. "Why do you care?"

"She doesn't deserve it and you know it. Now spill you little hedgehog, what the fuck happened between you too?"

Shinji lowered his head, his bangs blocking his eyes "Her… her father ordered her to be my friend. She lied to me. None of it was real."

"Bullshit. You seen how she looks at you? How she only appreciates your company and no one else's? Not even m-"

Kotei stopped himself, before continuing.

"How self centered can you get, ignoring her feelings like that? Have you even talked to her at all?"

Shinji kept silent.

"You didn't didn't you? You just assumed. I should just beat the shit out of you right now. Not everything is about you, asshole! Go talk to her tomorrow and apologize you piece of shit!"

Shinji was confused. "Tomorrow? Why not now?"

Kotei explained. "Some assholes broke her medication so I let her go home."

The boy however, had his own revelation in mind. "Okay, then I'll talk to her right after school."

The bell rang. Shinji ran to his next class. Meanwhile, Kotei sighed.

"I can't believe this kid is Spider-Man… what a whiny little shit."

* * *

Mayumi barely reached the entrance to her house before she started gasping for air. "I… I need it…"

Her body fell, hitting the floor. She clutched her stomach, which was causing her pain.

"**FATHER!** Please, HELP!"

She raised a hadn't to the door. She could barely grab the handle, pulling it down to open the door. As it opened she crawled inside.

"Father, help me! I… I'm in so much pain-**AAAAAAAAAAUUUGGGHH**-"

Mayumi felt a pain in her leg. She saw how it had developed a line across the ankle… and how it started detaching.

"You're probably wondering why you're deteriorating so quickly, Mayumi?"

The girl's eyes widened at the voice at the intercom. Her father must still be in the lab. He continued speaking.

"The truth is Mayumi... you're not an Angel of God. The true Angel is still asleep waiting for his brothers to appear. You were created to help facilitate a Lilim body he could slip into easily. Because of that, you were never going to survive past the month. Even if you take the pills now, it won't do you much good. I'm so sorry my daughter... you must be sacrificed in the name of God. Good bye."

The intercom stopped.

"**GOD DAMN IT!**" Mayumi slammed her fist onto the floor.

This was bad news. The pills were the one thing keeping her body together. If they no longer worked...

The torrent of negative emotions inside her heart took their toll. A searing torment passed around her body that wouldn't go away. Continuing to crawl on the floor, Mayumi knew what was going to happen. Her red eyes flashed.

The light of her soul… the AT Field… it was forming.

* * *

Shinji decided web swinging would be the fastest way to Mayumi's mansion.

'_I'm such an idiot!_' Shinji thought. '_I need to talk to Mayumi and fix this mess._'

Kotei was a jackass in every sense of the word, but he wasn't wrong about how self centered he had been acting. Shinji needed to talk to Mayumi. He hoped she didn't hate him… or thought he hated her.

The latter would be worse somehow.

'_Thinking about all this stuff is making my head hurt. I just need to find an area to change in._'

He had to make things right.

The web drifted to the right. A strong gust of wind pushed the boy from his intended path, slamming him into a wall.

"Ouch." Shinji rubbed his head. "What was that?" He noticed it immediately. Everything much darker than before. Shinji looked up and saw that the clouds blocked out the sun.

"Weird… I don't remember the weather forecast saying it was going to rain."

He felt himself being pushed. Shinji used his fingers to stick to the wall to prevent himself from falling.

The winds were fiercely strong, blowing from all directions. Spider-Man saw objects flying in it. Papers, trash… he could have sworn a balloon.

Only question remained.

"What is going on?"

* * *

"Are you getting any of this Toshiro?"

Sayako Ami had seen many things as a reporter. Second Impact was a massively shocking event that left many traumatized, pushing the world into the brink of despair. The things she heard made her sick. The things she saw in the field left her worse.

Even so, her eyes could not comprehend the sheer terror that she sees.

From her helicopter, she witnessed what could very well be a titan of myth. A being made of black wheels that spinned shudderingly slow. Connected to it's body were over a billion spikes that extend enough to destroy anything in it's path. Below were a set of thin arms with long elongated hands that threatened to crush whatever came near.

A yellow field surrounded it, and released shockwaves that spammed throughout the city. The wind currents were strong enough that buildings were being cut like knives, and Ami could hear the screams of the people below begging for help.

Sayaka knew that today… Kokoro would die.

* * *

"Somebody help me!"

An elderly woman flew through the air. The winds were becoming so strong that people were now being carried off. She would have hit a lamppost and gotten killed but-

The woman felt an arm surrounding her waist. "Hang on, I'll get you down from here."

Spider-Man made sure to lay the woman on the street carefully. He quickly launched a web to get to higher ground.

"The hell is all this? Is there some kind of hurricane?" Shinji wondered out loud.

Everything was in utter chaos! So much going on at once that Spider-Man didn't even know where to begin or where to go.

Jus then he saw something. A yellow aura in the middle in the streets.

A yellow aura with a human shape.

"Are you the one responsible for this?!" Spider-Man shouted. He stopped right in front of it. "Who are you?!"

* * *

Mayumi's eyes opened. "Spider-Man?"

* * *

"Can you hear me?" He immediately recognized the voice. The shape changed, taking the form of the person the voice belonged to.

"What the-? Mayumi!? What's going on?" Spider-Man asked.

The yellow aura shaped like Mayumi shivered. "The AT-Field… my core… it's coming apart rapidly and I can't control it."

"What do you mean Mayumi? I'll get to your house as soon I can to help you!"

The winds started blowing harder. "You won't be able to do that… Only one way I can end it…"

Shinji's eyes widened in realization. She can't mean-

"No… no you can't! I'll be right there just hold on!" Shinji shouted. The wall crawler spun another web in a hurry to prevent it.

* * *

"There isn't much time…"

Mayumi crawled to the table. She can't even walk anymore. Her left hand was disintegrating rapidly, leaving behind an orange liquid on the floor.

She crawled and crawled, trying to ignore the pain throughout her body as she does so. If she hesitated, even for a moment… then things would become much worse.

Mayumi reached it. The dining room.

Sitting on the edge of the table was a knife. There was only one thing to do now.

Her goal set in place, she allowed her desperation to fuel her determination. With as much force as she could she slammed the table.

The knife shook a little. She slammed it again.

And again. And again.

And again.

Each passing slam left her weaker and weaker, the knife shaking ever so slightly, moving only a touch closer and closer away from the edge.

Mayumi's ire grew. If it lasted any longer then everyone will die. And it will be her fault.

With the energy she had left, she slammed once more.

The knife fell just a few inches away from her.

At that, Mayumi smiled. Her objective ever so near.

She reached out to grab it as her hand started to dissipate.

* * *

Just like that, the winds stopped. The nightmare of a creature disappeared from the heavens. Objects fell back to the ground. The dark clouds remained however. So did the the corpses that scattered the city.

Death took hold over the city.

Spider-Man payed none of these any mind. He swung as fast as he could, moving with a lighting fast speed he never possessed at any other point before this.

From the distance he spotted the Yamagishi Mansion, which was in some state of disrepair.

Fearing the worst, Shinji ran inside the place with fierce abandon.

"Mayumi!" He shouted. Nobody came.

He saw a trail of some sort of orange liquid on the floor. Shinji sniffed the odor, noting that it had the scent of blood.

Absolutely worried, he quickly followed the trail. It led to a open door towards the dining room, then to another door. The kitchen-

Spider-Sense kicking into high gear, he ran inside.

There she was. The girl lied there on the floor, her body missing her legs and an arm. A large puddle of the orange liquid surrounded her.

"**MAYUMI!**" Shinji shouted. He took off his mask and ran to her side.

There was no mistake now. Mayumi had stabbed herself. She barely clung to life as she coughed.

"Talk to me please!" In spite of his attempts, tears stung Shinji's eyes. "Don't go!"

Mayumi looked up to see the one clinging her. "Shinji… you're… Spider-Man?"

Shinji held her tighter. "Yes, yes I am! Listen, we can fix this I just have to take you to the hospital and-"

Mayumi laughed, her own red eyes brimming with tears. "I should have known… you were there all along… heh heh… it's obvious now… the two of you are so heroic and kind…"

That stabbed his heart more than any other thing could have. "I'm so sorry Mayumi, I don't care if you were an Angel or not you're still my friend! I shouldn't have thrown you away like I did! I'm sorry…"

"I'm sorry too… I guess I should have never existed at all…"

Her eyes closed, exhausted.

"No don't be sorry for that, just hang on we can fix this! Before I met you I was always alone. I never had any friends or people to care about, so caught up in my own misery that I locked everyone out of my life even when all they wanted was to help me. You changed that. Remember how you said Spider-Man gave you courage… you inspired me the same way! Without you I would never have had the courage to be Spider-Man and get out to help others! You mean so much to me Mayumi… I never knew I could love someone like I do now… I'm so sorry Mayumi… I love you…"

"…"

"… Mayumi…"

A gentle shake.

"Please… this isn't funny… I need you… I'm so sorry…"

The shake became harder. Mayumi's body went limp.

"Please don't go… I'm sorry… I love you…"

Her lovely face became wet with tears.

"No… please…"

He raised his head to the sky.

"**MAAAAAAYYUUUUUUUUMMIIIIII!**"

The heavens did not tremble today.

Today, the boy clung to the girl… another death he was responsible for.

**Next Chapter: The Devil**


	13. The Devil

**Summary for the Chapter:**

> Spider-Shinji, heartbroken over Mayumi's death, intends to drag Tachiageru Yamagishi to Hell in the exciting finale to the Kokoro arc!

** _The Devil_ **

Hidden within the walls of the Yamagishi Mansion was a room.

This room was built to be heavily fortified against any calamity that fell upon the city of Kokoro should the need arise. Tachiageru Yamagishi learned from his parents the end of the world could come any any time and he had to prepared for God's righteous judgement. As such, the room was built into the manner in case the blood ocean came to cleanse the Earth of the the parasites that dare called themselves man…

Second Impact certainly took care of that. But that was only the start.

The room was covered in neon green smoke. Machines whirl and beep in a dark atmosphere as the only bright light in the area was the emerald light that came from the chamber in the corner wall.

The laboratory fulfills a certain function. Here, Yamagishi could do as much research and experimentation as he wanted without having to report to his superiors at the Committee. It is here where Tachiageru had studied and analyzed the DNA of one Ikari Shinji to perfect the winning formula for him to do his dark deeds.

If anyone was in the room, they would noticed see that the computer next to the chamber showed vital signs were increasing at a rapid rate. All other systems detected a sharp in increase in heat as well. In another corner, one would have seen canisters that read **GOBLIN** being emptied of their vials.

Tachiageru felt an inch of regret. Regardless of her artificial nature, Mayumi had been his daughter for the past 14 years. One could not help but be attached to the little thing, the fake doll he charged himself with raising. Her death was truly unfortunate… but when creating the new world sacrifices must be made to ensure it is born.

Kokoro would be in shambles by now. Tachiageru noted with some amusement the irony of HERZ, the German word for heart, being located in the same place as the city named after it. He had it all planned out from the moment Lilith's legs arrived at his facility. The destruction of the city would allow him to take advantage of the confusion to remove himself from society. He would take the equipment, the experiments, Lilith's DNA… he would use them to build his legions of Hell.

All of a sudden the machines stopped making any noises.

The chamber opened. Slowly, the body inside made a move. From the gas came a foot… that stomped the ground harshly.

It was a large green foot, affected by the **GOBLIN** gas.

The Devil came from Hell… and it's time he's paid his due.

* * *

Shinji could hear the rain pouring in from outside.

He gently carried the body of Mayumi Yamagishi to the foyer. The kitchen was too cramped so he couldn't remain there. Shinji's eyes were red, his face stained with tears that wouldn't stop. He had been crying for a while now since the girl died in his arms. Mayumi, who only now the boy realized he had somehow fallen in love with… and he'll never get the chance to show her how much she meant to him.

It would be easy for him to blame fate, for she was indeed a cruel mistress. But Shinji knew better. It was his fault that any of this situation happened.

"I should have never gotten these powers," he said. "All I do is hurt people… I should just disappear…"

He turned around. He looked at the statue at the center of the foyer, the one of David holding Goliath's head. Shinji remembered being surprised by the thing and being impressed when Tachiageru Yamagishi explained what it was and it's history. Now it just left a bitter melancholic pang in his chest.

Tachiageru…

The one other time Shinji had been in the mansion, the man went at length about Mayumi being an unnatural born from a test tube.

A test tube… was that how Mayumi got these powers? Did she have the same Angel DNA in her system that created the spider? Did that man know about it? In fact, where was he? Tachiageru hadn't shown up once since Shinji arrived here. What could be keeping him?

Static was heard from the intercom. The audio readjusted… slow, growly breathing was heard. There was Shinji's answer. He carefully placed Mayumi down to the floor.

"**YAMAGISHI!**" The boy suddenly shouted. "SHOW YOURSELF!"

Silence. The breathing continued slow and steady. A short gasp came out, and Shinji could hear the microphone being gripped.

"Ahhhh, you're finally here Spider-Man… or do you prefer Ikari Shinji?"

Shinji's eyes widened. '_He knew?!_'

"How do you know that?"

"Aside from the fact that you're in your costume without a mask? I already knew from the start about your after school curriculum ever since you were hospitalized two months ago."

Panic entered Shinji's heart.

"I had an agent spy on you during your stay. He retrieved your blood work so I can analyze the DNA on my own. The doctors could not find anything apparently wrong, but I discovered that the Lilith and human DNA mixed so perfectly that no one could spot the difference unless they knew about your spider powers. For months I studied everything I could about it to replicate it's success. Kenichiro Yashida was useful in this regard. I wanted to terminate you on sight to study your remains, but he provided the brilliant idea of testing HERZ's experiments against you. As such, we went through a few subjects… Sunako Shiraishi, the Sandwoman… Rai Shiraishi, Electro… Kuruto Inumaru as that reptilian abomination… they were all sacrifices for my formula to be perfected. Each had their own flaws however. Eventually there would come a time where the Lizard brain completely overrides Inumaru's and turn him into a monster forever. Rai and Sunako may try to survive, but eventually they will lose cohesion and die themselves."

A stab of guilt.

'_Rai and Sunako… no..._' Shinji thought. '_They could be dying right now and there'd be nothing I can do!'_

"In the end though they are all disposable. They made deals to keep their families safe but in the end they're all going to suffer regardless. Such is the punishment of God."

Every word that came out of Yamagishi drove Shinji to a furious rage. To be so callous about human life and ruin everyone to such a degree, and justify it with such arrogance…

Tachiageru Yamagishi was a monster.

"The old men disgust me… they think they have God's creatures under the control. That the scenario they constructed will lead them to Heaven. What foolish piece of work man is… They do not understand."

Suddenly the intercom was smashed and the static stopped.

Shinji's spider-sense started tingling badly. He kept his guard up in case of a sudden attack. He searched around the room to see any potential entry points. No one was in any of them.

Then he smelled it. An odor like melted metal.

The smoke was coming from the floor. Shinji saw the checkerboard surface suddenly getting a bright red spot. Before any reaction could be done, the spot combusted into flames!

A clawed green hand gripped the surface.

Climbing from the floor was the shell of a demon. Skin of the color green, the naked scaly beast couldn't even pass off as human. His aura burned with furious flames, his eyes flashed red with violet pupils, and his long thick horns extended from his forehead to showcase his hellish presence. He had an evil grin with the sharpest teeth as the heavens trembled with his booming voice.

"**I AM THE HOLY GOBLIN! WITH THE FLAMES AT MY FINGERTIPS, I SHALL FUFILL MY GOD'S EVERY COMMAND!**"

Shinji acted without haste. He webbed a nearby table and threw it right at this monstrosity. However, the instant it came into contact with the creature it melted. Tachiageru- no… The Holy Goblin smirked.

"A pathetic worm like you has no place in the affairs of Heaven. I'll reduce you to ashes before the dawn!"

Shinji didn't have much choice, so he did the one thing he could. The boy jumped away from the Goblin, sucking to the wall behind him and crawling away up the stairs to escape.

The Goblin followed him, his feet stomping the ground. As he reached the stairs he flared his aura outwards, causing nearby objects to start melting and burning. The statue in the foyer, however, was left virtually untouched.

"What's the matter child? No jokes or quips? Do you not **TREMBLE** at the might of your lord and master? Your superior… **YOUR CREATOR**?!"

Shinji crawled through the ceiling of the hallway he took. It was a long corridor, filled with one too many doors and two few windows by which to breath air. While crawling forward, he looked at the light shining in front of him. It was lamp. He grabbed it, falling to the floor and threw it at the Holy Goblin.

"You didn't create me you bastard! You hurt people and ruined their lives!"

The Holy Goblin grabbed the lamp. His hand utterly crushed it, as smoke started pouring from it.

He let out a cruel chuckle. "Ruined? I gave them **purpose**! You were but a weak willed child before the spider made you who you are! My daughter wouldn't even exist without me! Amid the sands of time and fate all people's lives are without meaning! SEELE understands that mankind is at an evolutionary dead end. It was the reason behind their scenario!"

In the palm of his hand, a glaring fireball emerged from the smoke.

"But the old men made a crucial mistake… They believe Instrumentality will lead to the ultimate salvation of mankind… but they were **WRONG**!"

Shinji back flipped to avoid the fireball attack. His spider-sense kicked into high gear, so he launched a web towards the end of the wall and used it to create momentum for his escape.

"Mankind disrupted the cycle of life by stabbing Adam with the Lance of Longinus. The end of humanity is coming, and the Angels will see to it's destruction. SEELE dare plan to encase themselves in immortal bodies so they could control the destiny of the world through instrumentality… but they will fall all the same!"

His aura flaring harder, the Holy Goblin threw several more fireballs around the hall. The flames were swarming around the hallway, leaking to the other rooms.

"With the power invested in me, I shall assist the Angels in carrying out God's plan. I take the form of Satan, the angel of temptation, to carry out my mission. The world will burn in a baptism of fire **BY MY HAND**!"

As the Goblin continued his rampage, the wall crawler rushed past various doors. He turned to the left, stopping only catch his breath.

"Does… *huff* this guy… *huff* ever shut up?" Shinji mumbled to himself.

No use trying to fight the Goblin head on. He could burn through anything thrown at him, so a straightforward confrontation would be impossible at this point. He needed a break to figure out a plan. A hiding place will have to do.

His hand took hold of a door knob. Quickly, he opened the door-

Only to get hit by several brooms and a bucket.

"Ow ouch!" Shinji hissed. He picked them up and tried to stuff them back inside. He was making way too much noise however.

Deciding to fuck it, he ran off.

"You cannot hide from me, Third Child. Once I have you in my sights you'll burn among the sins of your mother and father, and the Evangelion project will sabotaged in time for their arrival!"

The boy had no idea what the hell this nutcase was talking about. He just kept running and running, hoping to find anything to escape.

He slammed through a door and had it shut behind him.

Letting out a breath he'd been holding for too long, Shinji grasped his chest in pain. His eyes blinked the tears he had inadvertently made. He rubbed his face before he took a look at the room he was in.

It was sparse in decoration and little in personality. A bed, a desk with a lamp and a picture, with a balcony covered up by transparent sheets. There was a book on the bed. Shinji slowly walked over to the bed careful not to make a sound. He grabbed a hold of the book, taking a look at it's title.

_Gliding Through a Dream by Jean Rocque Raltique_.

_'Wait… I know this book!'_ Shinji thought. _'This was the book Mayumi showed me in the library after I got beaten by the Shocker.'_

He looked around the room, looking closely. '_Is this Mayumi's room?_'

Shinji moved to the desk next to the bed. He grabbed hold of the picture frame that lied there. It was the picture he took of himself and Mayumi a few days ago. He had asked her to smile for him that time. He given her a copy of it as a memento.

'_And now… I'll never see it again…_'

Come to think of it, the room so little of Mayumi in it. Just the bare minimum of comfort living… her father gave her nothing.

She was alone. Like he was.

**BOOM!**

The Holy Goblin bursted through the room like wildfire.

"You won't be escaping your demise, you pitiful insect!"

Shinji wasted no time. He threw himself through the sheets and jumped upwards as an explosion covered the entire balcony. The room, and any trace of Mayumi Yamagishi was gone.

It was when the boy crawled up the wall that he realized that it was pouring much harder than before. His costume, the tattered mess that it was, was absolutely drenched in the rain, the heavens remaining in bleak darkness in the sky.

Shinji managed to climb up to the top of mansion. Miraculous, given the circumstances. He could see the stainless globe surrounding the center, which meant directly below was the foyer.

Shinji felt warmth behind him, along with the ground shaking beneath his feet.

"**THERE YOU ARE!**"

The boy turned around to see the Holy Goblin. He was furious beyond words.

"You have nowhere to run, boy. Give up. You're but a mere insect compared to the eternal flames of God. Are you even prepared to sacrifice yourself for the greater good Ikari? My daughter was, and she wasn't even human."

At that Shinji clenched his fists enraged. How dare he even say her name?! The worthless trash had no right!

He flashed back to every moment that led up to this point. The body bag that held Yamashiro's corpse, seeing Mayumi sitting on the desk next for the first time, Rai turning into electricity and disappearing into the night with his sister, Inumaru pressing the button that would lead to his own demise, even today with Kotei yelling at him…

"Yeah… I'm willing to."

The Goblin raised his hand. "Then prepare to die."

He threw his hand outward… but nothing came.

"What… how could this be?"

Spider-Man immediately got to work. The rain pouring as hard as it did gave him the advantage of canceling out the Holy Goblin's fire. He webbed up the Goblin's face and brought him to his knees.

From there, Shinji punched and punched, hitting the Goblin's face as hard as he could. An uppercut there, a jab there, they were a blur.

The Holy Goblin had enough. He grabbed Shinji with his giant hand, slamming him to the ground. He moved his foot to stomp the boy, but Shinji moved out of the way quickly. He webbed the Goblin's face another time, only now he crawled up behind the monster.

Slamming his fists onto his back, Shinji felt the Goblin moving forward as the creature tried to remove the web from his face. The movement sent him crashing through the stain glass window. The two were careening downwards as the house burned around them in a searing blaze. The Holy Goblin grabbed Shinji and pulled the boy in front of him.

"What… what are you doing?!" The Goblin shouted over the inferno.

The boy stared him down with a deadly gaze.

"You hurt so many people… they're all dead because of you! You have to pay for your crimes, Yamagishi… that's why I'll make sure you won't be leaving this house alive!"

At that, the creature laughed his cruel laugh. "You fool… You can burn for your human stupidity, but my angelic body was built to withstand the flames! How could you even hope kill me like this?"

Shinji smirked. "You'll find out soon enough!"

The Goblin scoffed at that. He moved his hands to crush the boy's arms but even when he heard the crunching sound of bones snapping he found they still held a tight grip on him. For a brief moment, Tachiageru feared Shinji's insane will.

Only for a moment however. The heat around the two quickly dried any trace of rain that remained on the Goblin's visage, so his hands starting burning through Shinji's arms.

"NYYEEEEGGGHHH!" Shinji groaned from the pain.

"Whatever you have planned it won't work! Soon you shall be reduced to ashes and your struggle rendered meaningless! **HAHAHAHAHAHAHAHAHAHAHAHAHA**-"

His laugh cut off.

Tachiageru was shaken from his high. He coughed, feeling blood trickle down from his mouth. He looked below and found his chest being stabbed through by a sword. He wondered what could have happened… until Tachiageru remembered.

He had been stabbed through by the statue of David and Goliath.

However, that wasn't the biggest surprise to the once proud worshipper of God. No, Tachiageru looked up and found his hated foe floating up in the air by a fellow field!

"Guh… to be betrayed for a silver coin… how disgusting…"

And with that the Holy Goblin's crusade came to an end, his ambitions crushed as his breathed his last breath.

On his end, Shinji was confused and bewildered. _'What is going on? How am I floating like this?'_

A vortex surrounded the foyer, the winds from before swirling viciously over the pair in the center. They kept the flames at bay preventing them from reaching them.

Shinji's eyes widened when he turned to the side. Just above where Mayumi's body should be was a shape. The shape changed. It took on the clearest image he had seen before.

"M… Mayumi?"

The girl smiled at him. She mouthed but a few scant words.

And just as suddenly, the shape disintegrated.

Shinji felt himself being violently pushed out of the mansion. One last look and he saw the mansion exploding, the old structure breaking apart in the hellish inferno.

When he was on the ground again, he wept.

_'_ _I love you too.'_

"**MAYUMI!**"

Shinji cried into the night, the heavens clearing as the rain continued it's downpour.

* * *

Kokoro was destroyed.

The death toll had been calculated to be over the thousands. Buildings, places and people were decimated over the course of a single day. News reports showed citizens fathering up in shelters in droves, some fighting over food or looting what they could. Many more were reported missing in action. Among the list including Kenichiro Yashida, Shun Oshiro AKA The Shocker and Kiyoshi Amachi AKA the Vulture.

Tsuyoshi Kotei was also on the list. His parents cried on camera begging for their boy to come back.

As for one Shinji Ikari…

The boy found himself walking in Mayonaka Park. This was the place he found the thief, the place where he took Mayumi that one time…

It was a disaster.

Trees were uprooted, the power lines downed and a complete lack of life pervaded the mood.

And yet, the lake still shone brightly. The morning sun illuminated the water, making it warm and inviting for everyone who see it.

To Shinji Ikari… it was looking particularly inviting today…

His bangs covered broken blue eyes as he sat alone next to the tree. The boy felt everything he had been working for was for nothing. He had tried hard but in the end everything went to crap in so many ways. Mayumi dead, Inumaru dead, the city broken, Rai and Sunako might die soon…

What was the point of doing anything when it can be undone at any time?

"Please, don't hurt me!"

Shinji's eyes widened when he heard the scream. He got up and raced to find where it came from. He saw a woman being accosted by some criminals. They had knives ready to kill her if she tried anything.

"Oh come on lady," said a criminal. "Our homes broke down, we just want some money and love baby."

"Get away from me!" She screamed, but was being held still.

"Not likely. Who's gonna come in and save you huh?"

The gang laughed as the woman struggled against them. They didn't see a fourteen year old boy walking behind them.

"Seriously do you see this shit?" One criminal said. "She's crying so bad, how pathetic!"

The criminal felt a finger touching his shoulder. He turned around and saw the kid. "Hey kid! Get lost!"

He was suddenly decked in.

The other criminals were shocked at that display. One in particular was pissed. "Get him!"

Soon the woman would be treated to an odd sight of a scrawny middle schooler beating up a bunch of dangerous thugs with acrobatic skills she didn't he would be capable of. It was kind of bizarre.

Especially when by the end the boy still stood with seemingly little damage. While his hands were a touch swollen from punching, everyone else looked like zombies on the floor. Some of them ran away scared.

At that, the woman hugged the boy fiercely, "Thank you so much, I was real goner until you showed up!" She pulled away and grabbed his shoulders. "You weren't hurt too badly right?"

Shinji blushed a little, "Ummm, uh no ma'am. It isn't a problem, just wanted to help."

The woman looked him over a bit. "Wait what are you doing out here all by yourself?"

Shinji's eyes widened as he scratched the back of his head. "I was… going for a swim! You know, to clear my head a little."

That sounded lame even to his ears, and the woman didn't look like she believed him. Still, she nodded. "Alright… there's a shelter close by. You could go over there in case of anything."

She ran off, leaving Shinji to his own thoughts.

'_How stupid am I? I was running away again! I was making excuses because I was angry and frustrated… while others were suffering as well and probably lost their own friends and loved ones. I can't keep doing this… not anymore.'_

Shinji knew for sure. He can't possibly run away now. Not again.

Never again.

He ran away from Yamashiro, only for him to die by a man with a gun he let go before. He ran away from Kotei only to create am unnecessary rivalry that lasted years. He ran away from Mayumi only for her death to leave destruction in her wake. That was on him.

This ends now.

Suddenly, Shinji had realized the truth. Everyone was so alone in this world… human life is so weak and fragile that any moment something or someone could end it or be thrown into chaos by forces outside of your control. There was so much suffering in the world because of that. He had to relieve it anyway in any way he can.

The boy remembered a passage of Yamashiro's journal. With great power there must also come great responsibility. He realized what it truly meant. Power was more than just the abilities of the spider he possessed. It's the things he can do for the people around him, how he treats them. Because of that, mankind has a responsibility to help one other.

Because he was not the only one. No he wasn't.

Even if the tears start overflowing, he would stand his ground.

Shinji believed in the power to create miracles.

**Notes for the Chapter:**

> Author's Notes:
> 
> In my head the final monologue was scored with the title theme from Metroid Zero Mission. It has that sort of hopeful determination the scene is supposed to have.
> 
> Mayumi Yamagishi is character I'm sad about. Much like Mana Kirishima, Mayumi was a love interest for Shinji in a video game. Unlike Mana, she never became popular enough to star in any spin off material. And that's just sad, since she has a lot of potential. Since her home game has yet to be translated yet, I had to improvise and come up with backstory and aspects of her that couldn't be gleamed from watching the footage of the game. My only gripe in hindsight is that I didn't get to develop her that much before her death. At least I had her final action be to save Shinji's life to avert a woman in refrigerator's situation.
> 
> Tachiageru Yamagishi was interesting. If Mayumi shares similarities with Shinji, it only made sense to give her a father like Gendo. His conception was basically "Gendo Ikari… but pure evil" and was always going to end up being the Green Goblin. How he was characterized wasn't set in stone however. Originally he was just gonna be a straight copy of Norman Osborn. Then I watched JoJo and thought "Wow Dio Brando has so much charisma and evil pouring from his veins! Maybe Tachi should have something like that." But then I thought, we haven't really seen a religious villain in an Evangelion story before. The closest I can think of is that there's occasionally a cult dedicated to worshipping the Angels in the Superwoman of Eva fanfics. And thus, the christian themed jackass you see here.
> 
> The reason I wrote this story arc was rather simple. A lot of "give Shinji super powers" fics skip over his development so they could get into the Evangelion section the literal next chapter. I can understand that impulse, but I always felt they had missed opportunities. Say what you will about Shinji and Warhammer 40k, at least it devoted it's entire first chapter to showing how the box changed Shinji's life so drastically. That was the premise of this arc, the story of Shinji Ikari becoming into Spider-Man. It also gave me a unique opportunity to create villains and imagine what an Evangelion-style take on traditional Spider-Man would look like. I hope you liked it.
> 
> Anyway, the Kokoro arc is over. Next time, we enter Evangelion proper. But first, I'm going to be taking a bit of a break from writing the fic. I want to rewatch the series again so I can plan out the next several chapters and work on other things. And watch Endgame, NO SPOILERS IN THE REVIEWS PLEASE. THANK YOU.
> 
> Edit: Older notes and cross posted from fanfiction.net.
> 
> Edit 2: changed the last few lines to sound more natural.


	14. Summon

**Summary for the Chapter:**

> "Come."

**Come.**

That one word was the only thing in the blacked out file he could read.

The first time he read it Shinji threw the damned thing into trash. Years since the last time they met and the first thing he heard from _that man_ was a summon? Not even a word or an apology. How absurd.

After some back and forth on the issue, he eventually caved in. He called one Misato Katsuragi, who told him a specific location to meet. She seemed nice.

Now, he was struggling to breathe in the crowded train cart heading for Tokyo-3. That wasn't so nice.

The destruction of Kokoro two months ago left many people without homes. While it has been said it would be rebuilt by the next year, until then a mass exodus of citizens left for different parts of Japan. The largest population were headed to Tokyo-3.

'_Which is why the train is so cramped._' Shinji grumbled. He managed to squeeze away from the old man and found a single empty seat. As he sat down Shinji breathed a sigh of relief.

It was gonna be a long ride to his destination. He had to find a way to make himself comfortable. Without so much as a thought, the boy brought out his S-DAT Player from the bag. Shinji looked over it with some nostalgia. He had been too busy being Spider-Man to listen to it for a while.

He had been about to start the usual song. Track 25, _You are the only one_ from _Lillia-from-Ys_. The song that would come after was _Blue Legend_, from the same album. However, as his finger was about to press the button, he stopped.

Shinji thought back to the time he spent with this player. He remembered _You are the only one_ and _Blue Legend_, he played those two tracks so many times the boy had the lyrics memorized. However, he didn't remember what else was on the playlist he had. When was the last time he heard anything from it? It was strange.

The boy never thought about that before. He shrugged it off as him being unassuming or inattentive.

With only slight hesitation, he switched to Track 1. Shinji wondered what song would play. The tracks never listed the names.

He pressed play.

_Zankoku na tenshi no you ni _

_Shounen yo shinwa ni nare..._

** **

**Notes for the Chapter:**

> Originally a stinger, wouldn't work in the archive of our own format so it is it's own chapter.


	15. Angel Attack!

**Summary for the Chapter:**

> A new era begins now! Shinji arrives to Tokyo 3 to find a giant monster attacking! What connection does this "Angel" have to HERZ and Lilith, and what was the reason for his summon?

_ **Angel Attack!** _

"Unidentified intruder is still coming towards us."

"We've got it on visual putting it on the main screen."

The large screen inside Central Dogma blared, switching to a camera just outside the city. What they saw shocked many of the poor technicians, who even with the training they had at NERV at best had a cursory knowledge of the sheer **hell** they were about to be put through.

At the top of the room, a very elderly man wearing a brown uniform stood next to a middle aged man who had his shoulders on the table and his hands placed right below his nose. Sub Commander Kozou Fuyutski and Commander Ikari looked onto the screen with rapt attention.

"It's been fifteen years…" Fuyutski said simply.

The Commander remained impassive. "Yes. Well now we know for sure. The Angels are back."

* * *

"We're sorry. Due to the state of emergency that has been declared, all lines are currently out of service."

The line went dead. Shinji sighed, placing the payphone back in place as he looked down his watch. "Hmhm, no good. My cell isn't getting a signal either, and none of the buses and trains are running."

It was true. On the way from Kokoro the train suddenly stopped just before reaching the city limits. It caused no small amount of confusion and panic as crowds were being led around the area to the nearest shelters, without even so much as an explanation.

A tap on the shoulder. "Hey sonny, are you gonna move?"

He looked to his left, seeing a worry stricken older man. Shinji moved away a few feet, allowing whatever private conversation to take place without eavesdropping.

The worst part about the situation was that due to Kokoro's unexpected destruction two months ago, many of the burgeoning crowds had moved to Tokyo 3 due to being the closest available. The shelters weren't built for this, as such many people remained outside.

Shinji placed a hand in his pocket, and pulled out a picture. It was of a woman, one Misato Katsuragi if he remembered correctly; she had violet hair, brown eyes… and did a provocative pose with a few notes scribbled on it to emphasize her breasts. Classy.

They showed a time and place to meet, and that she'd arrive in a blue renault but she hadn't arrived yet. He looked down on his watch. Sure enough, it was several minutes past schedule.

"So much for meeting here. I guess I should go find a shelter…"

He turned his eyes to further along the street. For the briefest of seconds, he thought he saw a girl in the crowd. However, the sound of birds flapping took Shinji's attention away. When he turned back she was gone.

"Huh… what was that?"

The only things he could make out about her was pale skin... blue hair...

_red eyes_

Suddenly, the boy found himself off balance. The ground quaked harshly, the phone lines above shaking and stirring and the people screaming, wondering what was going on.

It shook again. And again. Rinse and repeat. The thing was that this wasn't a continuous earthquake. No, it came in small waves, as if…

Shinji looked up and saw several VTOLs moving away from something. Before he could even ask what it was though, he saw it.

The… _thing_ was tall and massive, towering over the buildings like a human would an ant. It moved slow but every step sent shockwaves across the field. It's body was a dark green, a large red orb planted firmly on it's chest with bones covering it and it's shoulders, it's arms with clawed hands dangling around. A large bird shaped mask was where a head would- should- be. There was nothing remotely human about this thing. It only **was**.

Shinji's spider-sense kicked in, snapping him away from shock just in time to move his head to the left.

A missile flew right past his head, aiming straight for the monster walking into the city. Shinji could hear every single VTOL firing their weapons at the thing, but it seemed from where he was standing that they were having no effect.

At one point, a huge series of explosions engulfed the creature entirely. Some of those explosions were big enough to melt parts of the buildings around… they fell down into the street below.

Shinji noticed a couple paralyzed with fear. He sent webs towards the couple, and pulled them away before the debris could kill them.

'_They're so reckless!_' Shinji thought. _'Did they even notice the people down here?!'_

Up above, the VTOLs circled around.

"**EVERY SINGLE MISSILE HIT THE TARGET!**" A pilot yelled, celebrating a seemingly quick victory over it. "**HELL YEAH BOYS LET'S HEAD BACK HO-**"

Of course "seemingly" isn't the same thing as "surely." A blade of light penetrated the VTOL, sending the pilot downward screaming to his doom.

From there, Shinji could see that the creature was still standing, covered in some kind of protective orange shielding… one that was distinctly very familiar to him. It bent it knees, a halo appearing on it's head as it jumped away from the VTOLs

By this point, everyone on the street were running away from the disaster zone. Shinji debated joining them. Somehow, he didn't think little ol' Spider-Man taking on a huge monster that shrugged off missiles would turn out to be an even fight.

Before he could do anything though, the VTOL the creature had attacked earlier landed right in front of him, knocking him back. He covered himself with his arms… and felt nothing. No explosion.

A door click.

Shinji opened his eyes to take a look. Sure enough, there was Misato Katsuragi herself, sitting with her sunglasses in a blue car, the explosion right behind her.

"Hi there. Sorry I'm late."

'_Are you kidding,_' Shinji thought '_You got here just in time._'

* * *

"What the hell?! It's still standing!"

"Tank battalion's been wiped out. That thing is just striding over our defenses like it wasn't even there."

"Dammit! Then we hit it even harder. We can't let it get through!"

The three army generals could only watch as their proud military might fell to the wayside, the Angel having destroyed almost every VTOL in the area. The Angel, designated the Third: SACHIEL on the large computer screen, turned it's head towards the camera as explosions razed behind it.

Sub Commander Fuyutski knew this would happen. "An AT Field, as we expected."

The Commander only nodded. "Conventional weapons won't be of any use against an Angel."

A telephone rang. One of the generals picked it up.

"What's that… Yes understood, we'll activate the contingency plan,"

* * *

Through the binoculars, Misato could spot the Third Angel in the distance.

The damn thing didn't even have a scratch on it, that was how useless the military were in dealing with it. Of course they had a plan ready to go but the brass wouldn't let it happen. Curse their stupid pride.

Wait. Rising heat signature detected?

"What the heck are they do- " Realization dawned on her face. "AW CRAP they're gonna use an N2 mine get down!"

With that, she pulled Shinji down, covering his body as a large explosion threw the entire car for a loop across the fields.

* * *

"We did it!"

The military generals celebrated their own certain victory. Throughout the compound, various technicians breathed a sigh of relief. The power of an N2 mine was even greater than a nuclear bomb. If the Angel had managed to survive it…

One general turned his head around to face the men behind them. "I'm sorry gentlemen, it seems you won't be needed here after all."

Fuyutski and the Commander only gave a passive shrug.

The two could stand some ignorance. After all, the fools… they didn't know what they were dealing with.

Not like they do.

* * *

As the dust settled, the two occupants of the renault stepped out of it. Misato took a second to place a hand over Shinji's forehead.

"Are you okay?" "I think…" He coughed. "I just can't get this dirt out of my mouth."

"I'll take that as a yes." Misato looked over her car. It had been turned on it's side during the explosion. At least it was intact. "Listen I'm gonna need your help getting this back on the road. I just need you to push okay?"

Shinji nodded. He had to be a little careful though, wouldn't want to give away his secret identity to this complete stranger he just met.

He and Misato went towards the car, placing their backs and hands to push it.

"Ready? Push on three… three!"

It took some effort, but together they pushed the car back to a standing position.

Misato dusted off her hands. "Ah, that wasn't so bad was it? Thanks for helping me out."

Shinji turned to her. "C'mon, I should be thanking you… Miss Katsuragi."

"Oh please it's Misato." She says as she takes off her sunglasses, gazing towards the young boy with her brown eyes. "So Ikari Shinji… we meet at last."

"Uh… yeah."

What else could he say really?

* * *

"What's the status of the target?"

"You saw that explosion, it's over."

The compound was buzzing with excitement. The camera feeds were still down due tot the N2 mine ruining the systems in place. The military generals sat there confident.

"Visuals back online." said one of the lower level technicians. He let out an audible gulp as the camera feeds came back to life.

Everyone gasped.

Amid the blazing inferno of the N2 mine aftermath, Sachel the Third Angel stood. It had been damaged, there was some noticeable orange liquid and broken bits… but it was **alive**.

Judging from the way it's bones snapped back into place, the way it's body squirmed and shook… it could regenerate as well.

The military generals could only watch in horror… they had failed.

"That was it, our ace in the hole."

"It… it had no effect?"

"Goddamn it!" The last one slammed his head against the table. All three felt various degrees of frustration, angel and, more importantly, despair as the angel continued it's regeneration.

Fuyutski stood there completely, feeling just the tiniest bit smug at seeing them like this.

"It's ability to regenerate itself is quite impressive."

The Commander lowered his hands slightly. Reflected in his sunglasses, the Angel's bird mask shifted, moving a little bit to the right… sickening, noisy crunching sounds were heard as the skin was visibly ripped apart. Sprouting from the ripped apart hole on the skin, a second mask was created, in the shape of a human skull.

"We're dealing with a near perfect life form. Entirely self sufficient. It's to be expected."

As the angel began it's final healing process, the Commander and Sub Commander watched the camera pulling away from the horrific sight.

"Those who ate from the fruit of life indeed."

"Yes. They exist to destroy us, those who ate from the fruit of wisdom."

* * *

"Yes don't worry his safety is my top priority. Look, can you get a car train ready for us? At express of course. Well I did volunteer to pick him up, so it's only my duty to make sure he gets there. See ya."

Misato put the phone down. Thank God **something** went right for once today. First she had trouble trying to get to the kid, then the Angel attacked and all of a sudden she had to hurry it on outta there or else she could have gotten killed. Then those idiots dropped an N2 mine and nearly killed her and the kid and totally totaled her car. The cost of repairs alone are gonna be a real drag on her bank account!

She grabbed the hem of her dress. Her favorite dress… all ruined! Could this get any worse? What next, Gojira coming in and Atomic Breath everyone to death?

"Excuse me, Misato?"

Oh right the kid was here. Misato snapped her attention to him. "Hm what's that?"

Shinji's eyes narrowed slightly. "Those batteries… isn't that, um, theft?"

At that, Misato nervously chuckled. "Uhhh… don't worry about it, it was an emergency and we needed a working car right heh heh? Uh I am a government official so everything's gonna be perfectly fine okay? Okay!"

"… Not sure if anyone would really buy that. But I guess it makes sense."

"Well you're no fun. You're not as cute as I thought you were."

"Sorry I guess…"

Shinji turned his head to the window. That thing out there… it brought him back memories of Kokoro. Of the formless tornado that swept the city. Death, pain, misery.

It brought him back to Inumaru and what he learned back in the lab. A tale of hubris, mankind triggering the near death of everyone through Second Impact, of how the Angel Lilith had been instrumental in creating the test subjects that birthed his spider powers, and those of Electro, Sandwoman, the Lizard, _Yamagishi_…

_"I'm sorry too… I guess I should have never existed at all…"_

Could the monster outside be related to Lilith? Admittedly Shini didn't have much in the way of reference for what an Angel could be. It was the only explanation that made sense to him at this time though, with the limited information. Could the fact that it looked so different from Lilith meant that it could be some kind of different species? Maybe some sort of distant relative? He head to get to the bottom of this somehow.

"You're being awfully quiet, you okay?"

Shinji snapped out of his reverie. "What? Oh yeah."

Misato looked quizzically at him. "You sure? I figured you'd be asking a million question by now. It's nothing to apologize for, it's just… ya know. What was that huge thing back there? Why did I just get almost blown to smithereens."

The boy shrugged. "I guess.. well, I figured you wouldn't give me the answers even if I did."

"Ah… so you're the type to assume the worst in people," Misato said. "That's pretty jaded for a kid."

"Maybe…" Shinji let out a tiny smile. "That's something I'm trying to work on."

"That's fine." Misato smiled back. She turned her head back to the road. "Incidentally that thing we saw back there is a lifeform known as an Angel."

Ah, so it was an Angel. Misato knew what it was. Shinji did remember HERZ had been working with NERV, doing lab experiments for something called the Evangelion project. Did she know about that?

"Seems like a weird thing to call a giant ten hundred foot monster there isn't it?" He brought up. "I thought Angels were supposed to be beautiful and have wings?"

"That's what I was saying!" Misato said, "Though I heard from tech support that Angels in the Bible were supposed to have these weird abstract forms or something so maybe we were just plain wrong."

"I wouldn't be surprised if that was true." Shinji simply said. "Sometimes the way we thought things were turn out to be based on the wrong foundation."

"Ooooohhh so you're philosopher huh? Didn't expect that from such a cute boy."

"Well you're not as mature as I thought you'd be."

The withered look on Misato's face pretty much told Shinji he made a terrible mistake.

"Wait, I was just kidding Misato I didn't mea- WHOAH PLEASE STOP DRIVING LIKE THAT OH MY GOD PLEASE NO-"

* * *

The general put down the phone, and placed his hands underneath his chin. He and the other two generals on his left and right weren't exactly keen on this plan, but at this point there was no other way.

"As of now operational command will be transferred to you and your team. It's time you show us what you got."

The Commander only gave a small nod. "I understand."

"At this point it's clear that our weapons did not provide adequate means of dealing with the target which makes you our last line of defense, Ikari, so tell us can you stop this thing."

Gendo Ikari laced two fingers over his glasses, adjusting them. "That's what NERV is for, gentlemen."

"I pray you're right."

The Generals seats were lowered from the floor. Commander Gendo Ikari looked pleased with the result. It meant now there were no distractions. NERV could do it's intended purposed. The scenario was set.

"The U.N. forces are exhausted." said Fuyutski. "What are you going to do?"

Gendo snorted. "Activate Unit 01."

"Activate it… but we have no pilot!"

"Not anymore." Gendo walked towards a terminal. His fingers moved to input commands. "Another spare is being delivered. I'll leave the rest to you."

With that Commander Ikari's platform was also lowered. Fuyutski could only sigh.

"Their first reunion in three years…" He said nervously. His face hardened and turned to the technicians. "All personnel to battle stations, condition one!"

* * *

"NERV?"

"Yep. We're a clandestine organization that answers directly to the U.N."

After the near death experience of Misato's spite driving, the two found themselves on a car train. The red alarm lights gave away to normal ones, Shinji shuffled a bit.

"This is where my father works isn't it?"

"Well yeah. You do know what he does don't you?"

The boy shrugged. "Not really… the few times I've seen him, he didn't say anything. Yamashiro said father was in some kind of science group before he died but that's all I know."

"Yamashiro?" Misato cocked an eyebrow.

"Oh, Yamashiro was my guardian. He was taking care of me in Kokoro."

"Kokoro? Wasn't that the city that was destroyed two months ago?"

"Yeah it was."

"… wait, you were living there?!"

Shinji gave her a questioning glance. "Yeah, I was. I lived there for years. Yamashiro had been taking care of me during that time. He died three months ago."

"Three months ago?" Misato gripped the handle of the wheel. "Nobody came to pick you up or anything?"

"N-no they didn't." Shinji rubbed the back of his hand. "Misato I'm a little confused. Shouldn't you know this already?"

"… I should." Misato turned her head out the front window.

Her mind was filled with a lot of questions, but the thought that stood out the most was that holy crap they left this child alone for three months straight with no one bothering to check up on him?! Not even after the disaster that fucking happened?! She was going to get somebody fired that's for sure.

"Will my father be waiting for us once we get there?"

She adjusted the little mirror on the ceiling. "I dunno. It depends I guess. Oh that reminds, did he happen to send you an ID Card?"

"Huh? I think…" Shinji went into his bag. He pulled out a folder. "You mean this?"

"Perfect thanks…" She moved her hand, pulling her own folder and handing it over to the kid. "Here you better read this."

Shinji took it, looking at the cover. "Welcome to NERV… wait, so I'm gonna be working with you guys?"

Misato nodded.

"Wouldn't surprise me." Shinji said in a bitter tone. "Father wouldn't have asked me come unless he needed me for something."

"So you and your old man don't get along…" Misato stretched her arms, laying them behind her head. "Sounds like we have that in common."

Sparing Misato a surprised glance, Shinji was reminded of a scene from years ago. Painted in black and white, it starred a crying little boy tearfully wondering where mom was, why father left him there on the platform. A comforting hand on his shoulder, an unfamiliar stranger said he would take him home.

_'Dad…'_

Suddenly the car was enveloped in the shining light of the sunset. Shinji looked outside and his face lit up in wonder.

"Wait… that's- that's a real Geo Front!"

He had read about it in a magazine before, an interview with Naoko Akagi shortly after they had found it, but to see it here! An underground self sustaining natural habitat, with a huge lake, trees far and wide, all illuminated under the golden orange glow. Misato smiled.

"Yup. This is it, our secret underground base. NERV HQ, The key in the effort to rebuild our world, and ensure mankind's place in it."

* * *

"Um… are we lost?"

Shinji and Misato stood on a conveyor belt that took them across a large chasm of rooms and hallways. In the effort to rebuild mankind's place in the world, NERV HQ was built to house thousands of people to work. As such the labyrinth structure was a place that people could be easily lost in. Especially if someone was new here.

"I'm new here okay?" Misato said proving the point. "Buuuut if we keep moving we'll be there eventually!"

Shinji didn't even need to use his spider-sense to predict that wasn't going to happen. Luckily for him, as the two passed through another door a voice was heard from the intercom.

"Captain Katsuragi Misato, report to elevator number 226. Doctor Akagi will arrive shortly to meet you."

"Ohhh, Ritsuko is going to be so mad." Misato nervously chuckled. "At least we're close by. Maybe she won't be too mad at me for getting here so late heh heh…"

The two stopped at an elevator to their left. It was listed as 226, precisely like the instructions said. The boy wondered about something.

"Ritsuko?" Shinji asked. "Is she related to Naoko Akagi?"

Misato grimaced at that. "Yeah… Ritsuko's her daughter. Don't bring it up to her though. They're not on good terms and Ritsuko's been trying to distance herself from her…"

"'Cause she's the crazy maniac who murdered dozens of people and nearly derailed a train." Shinji finished the thought. "I get it. Honestly if my mom was a crazy supervillain I wouldn't want anything to do with her either."

"Right on, so try not mentioning her around Ritsuko."

The elevator doors opened. "Oh hey there-"

_Spider-Sense! _

"Sorry Misato, Ritsu still hasn't finished her deep dive session so they sent me here in her stead."

Naoko Akagi straightened the lab coat she had on. The mechanical arms were twisting and shifting above and below her. The doctor couldn't help but smirk when she saw Misato's face harden as the Captain took a step back. "You're rather late you know. Wasting precious manpower just because you can't even bother to memorize a map-"

"Y… **YOU!**"

Shinji pointed a finger right at the doctor. For her part, Naoko was surprised to find the teen in here. Her eyes travelled from him to Misato and back again, piecing everything together.

"Wait what is he do… oh… oh wait." She let out a chuckle. The chuckle turned into a giddy cackle. "OHOHOHOHO This is so rich! Of course he of all people would have to be the Third Child!"

As she laughed, Shinji went into a defensive stance. "What the heck are you doing here?! You should be in jail!"

"Believe me if I had my way she'd stay there…" Misato muttered as she crossed her arms. "Naoko here is the head scientist of NERV. You two knew each other?

Naoko Akagi wiped a tear from her face. "Oh yes, we met in the Magi Demonstration in Kokoro two months ago. He was so sweet, especially when he came all the way from the hospital to check up on little old me."

Shinji glared. "You killed those nurses… You tried to kill me."

Naoko gave an apologetic face so fake even a blind man could see right through it. "I must apologize, I wasn't in the right state of mind at the time. Mental shocks you understand. Don't worry, I'm all better now! My arms aren't even trying to skewer anyone alive!"

With that she clapped her hands.

"Anyway why don't we all get on the elevator and head to Central Dogma. After all we wouldn't want get caught in the path of an Angel down here."

* * *

The boat ride towards Central Dogma was a quiet one.

Shinji felt very awkward and out of place when the two adults he was with were discussing some information garble that he couldn't really understand. There were mentions of a 0-9 system, something to do with an Evangelion, probabilities, AT Fields…

He honestly did try to listen to maybe get some information but science was never exactly his strong suit. Shinji was just never good at that kind of stuff, he was more into cooking or playing the cello. In the end, he gave up and just let himself get taken to where he was supposed to go.

Shinji felt nervous when he looked around the chamber. Sitting on the boat, he fell witness to a sea of orange red liquid being filled from several holes in the walls. The smell was nauseous… it reminded him of-

Wait, what was that? It looked like some sort of pylon attached to the wall. The tip and side were painted green, with the rest mostly black with a violet circle extending down.

What was going on?

"Looks like we're here." Naoko said. "Come on, hurry up."

The boat arrived. Naoko led Misato and Shinji away from up the stairs. Throughout the ride and into the entrance, Shinji could feel his spider-sense tingling nonstop. The entire place felt like extreme danger. He had no idea why he was here or what kind of situation he was getting into. Just what was this place?

Just as Shinji stepped inside, he could see that there were no lights in the room. The door closed shut, trapping him in darkness. Immediately cut off from anything approaching sight, he looked around, desperately squinting to see anything.

"What the- Hey! Why is it so dark in here?!"

"Give it a moment. They will be back on in three, two, one…"

The lights came back on, and Shinji screamed.

"OH MY GOD! It's a face… a giant robot!"

In front of him, was the face of a demon. A horn on top of it's head, the violet mask had eyes that glowed a sickly yellow, red stripes flowing from above to below them. It's jaw was painted blue, but any moment they look like they could break loose and devour anyone unfortunate enough to be close.

Shinji went to the booklet he had.

"You won't find this in the manual."

A new voice. Shinji turned to see a bleached blond woman in a lab coat, a blue shirt and pencil skirt waling towards them. She had a mole near the side of her mouth, her entire aura giving off a cold impression.

She continued, "You're looking at the most advanced weapons system developed by man. The synthetic humanoid Evangelion… this is Unit 01. Built here in secret, it is humanity's last hope for survival."

A sarcastic clap echoed throughout the chamber.

"A magnificent speech Ritsuko!" Naoko said. "Keep that up and you'll end up winning an award for best acting and improv."

Ritsuko glared at her mother. Shinji narrowed his eyes. "So this is part of my dad's work?"

"It is."

Shinji looked up. Sure enough, from the window above he could see _him_standing over him. Gendo Ikari was exactly as Shinji remembered; composed, commanding…

"It's been quite a while."

_intimidating_

"It's you…" Shinji choked out.

He looked away, feeling ashamed. It was so stupid. Shinji could stare down crazy supervillains, monsters and the flames of death, but he couldn't even look at his own father? How pathetic! But… even knowing they would meet today Shinji wasn't ready to face him.

Gendo smirked a little before frowning. "We're moving out."

"Moving out? But Unit 00 is still in suspension right?" Misato said surprised. She glanced the Evangelion before realization dawned. "You can't be seriously considering activating Unit 01."

"Do you know of another option?" Ritsuko simply responded.

"Wait, but Rei can't pilot it can't she? We don't have a pilot!" Misato pointed out.

Ritsuko glanced at the teen standing before her. Shinji also stared at her, curious.

"We've just received one."

Misato frowned. "You're serious…"

Turning herself fully, Ritsuko decided not to waste any more time. "Ikari Shinji… as the Third Child, you'll be the pilot."

Shinji stared at her in shock. "What… what do you mean?"

Misato began to argue, "But even Rei took seven months to synchronize with an Eva, it's impossible for him to do it! He just got here!"

"He just needs to sit in the seat, we don't expect him to do much." Ritsuko brushed it off.

"Not so fast Ritsu, you know damn well the pilot has to a lot more than sit." Naoko Akagi stepped in, "The synchronization process will require the pilot's mind to link with the Eva and take charge of it's movements."

When Ritsuko glared at her, Naoko snorted. "Hey, if you're going to send a untrained monkey out there to fight the least you can do is give him a clear picture of what he's supposed to do instead of leaving him in the dark."

Shinji for his part was piecing everything together.

So this robot was an Evangelion. It was NERV's secret weapon that he had been selected to pilot it. Akagi had named him the Third Child, something Tachiageru Yamagishi had also called him, and had been called in the file Inumaru showed him. That meant that he had been designated the Third Child for a long time. Since his father was the Commander of NERV-

He turned towards his father.

"You knew… you knew this would happen."

If Gendo hadn't expected that response, he didn't show it. "We have been preparing for this for a long time. The Angels are a threat to mankind."

Shinji took a step. "Why didn't you say anything before? How come I'm only finding out about this now and not, I dunno ANY TIME before today?"

"You were selected only a week ago." Gendo responded. "We have an approximated schedule but the Angel's attack was unexpected. There was no time frame we would have had for training."

'_Bullshit_.' Shinji thought. If he was called the Third Child just two months ago, then that meant he had been selected as the pilot for a while now. Why did dad lie? What could possibly be the reason for sending him out to fight a monster in a robot he had no idea even existed until today?

Of course he couldn't exactly point that out can he? That would be suspicious. His father would probably be wondering how his son knew classified information he shouldn't be privy to. How frustrating.

He was about to say no. Maybe yell and rant, rightfully so, about how ridiculously stupid it was he was being dragged into this thing, ask his father what did he to deserve this fate.

Except…

"Misato…" Shinji turned to her. "You said something a pilot, Rei right? Did you say she was in no condition to fight?"

Misato's eyes widened. She gave a slow nod.

Shinji clenched his hands. He took a deep breath, through the nose, before exhaling out.

_With great power comes great responsibility… I mustn't run away. _

"… Fine I'll do it. I'll be your pilot."

* * *

"Inserting entry plug."

Shinji couldn't escape the foreboding feeling in his chest. As the plug lowered into the Eva, surrounded totally in darkness, his spider-sense wouldn't stop causing him headaches. He clutched his forehead, the headaches becoming harsher and harsher. It was as if he was rejecting the Evangelion itself. The pain… the pain, the pain the pain, wouldn't go away it just wouldn't stop!

The plug stopped moving. "Plug locked in place."

A rainbow of colors flashed through Shinji's eyes and all of a sudden, the headaches disappeared.

The boy took a moment to orient himself. The plug's lights turned on. It was dim, but the orange light still felt more comforting than being left in the dark. He felt something climb up to his shoes.

Wait… the smell…

Shinji felt himself getting covered in some kind of liquid. It came very quickly, having already covered up to his legs, chest, even his chin and…

"What is this stuff?! Who-" The liquid reached the top of the plug and he started gasping for air. It was then Shinji remembered what it was and he panicked.

"GET IT OFF ME!"

He started banging on the walls. Shinji didn't care if he left a dent, he had to get out right this instant! "PLEASE LET ME OUT OF HERE!"

_The girl lied there on the floor, her body missing her legs and an arm. A large puddle of the orange liquid surrounded her._

"Pilot Ikari calm down, you're not going to drown in it!" "LET ME OUT! LET ME OUT!"

_She barely clung to life as she coughed._

"LISTEN SHINJI! The LCL isn't going to kill you, once it's filled up you'll be oxygenated directly! You're going to be fine!"

Shinji stopped. He breathed, in and out, slowly…

_'I love you too.'_

"Are you okay in there?! What was that just know?"

"I'm- I'm fine Misato, it's just… sorry… this stuff, it smells… tastes like…

He nearly choked on his own words.

"It tastes like blood."

Nobody dared to answer that. Shinji sat on the cockpit, breathing in and out, trying to regain control over himself.

At the Control Center, Ritsuko looked over the data results that the young brown haired lieutenant in front of her took and was pleased.

"Synchronization ratio at 53.4%, harmonics seem to be normal." Maya Ibuki said. "I see no disturbances."

"Incredible, and so high without a plugsuit…" Ritsuko said. "We might have a chance after all."

"Don't be so sure, Ritsuko." Naoko Akagi interjected. "A good synch ratio means nothing if the pilot dies within the first two minutes of using it. I'll relay the instructions while Captain Katsuragi prepares the launch sequence."

Ritsuko turned fully towards her. "You're not in any position to give demands, _Doctor_. They're only letting you here on the condition you take orders from me."

Naoko waved a hand. "Yes yes, little Ritsu taking the big girl responsibilities now, I know. But surely my expertise would be necessary to make sure the pilot remains alive, wouldn't you say so… Captain?"

Misato took charge before the tension got any worse. "Naoko, you tell Shinji whatever he needs to do to pilot, you keep an eye on the synch ratio Ritsuko."

Naoko smirked triumphantly while Ritsuko scowled.

Misato turned to the other technicians. "Begin launch sequence!"

The locks on the Evangelion snapped away and were lowered by various equipment and technicians working as hard as they could to get everything ready.

Shinji heard many systems being cleared for take off but ignored all of that. He had to be ready and focus.

A small window popped up on his viewscreen. Naoko's smug face showed up on it.

"Well Pilot Ikari it seems like we're going to be working together from now on. Assuming you get out of here alive of course… which luckily I plan on doing by providing you with a set of instructions. It always helps to have an extra set of arms."

Shinji narrowed his eyes. "I'd rather crash a train."

"Pffft hahaha, having a good sense of humor helps you. Try doing quips like that Spider-Man guy you surely heard of." Naoko wiped a tear from her face. "Anyway the way this works is that the Evangelion works on a neural interface. Whatever your mind wills it to do, the Eva will follow the command. How well it does it is through your synch ratio, which luckily you already have a high percentage right off the bat. I wonder how you managed that…"

The wink she gave made Shinji _shudder_.

"Anything else I need to know?" He asked. "Weapons I could use or…?"

"Well thing is you're supposed to have some weapons like a progressive knife or a gun at your disposal, but neither had arrived by this point. The attack truly was sudden."

"So I'm out there all on my own then?"

"Yup. Like a lamb to the slaughter… hopefully this ends with the lamb devouring the wolves first."

"Launch pad is clear! All green!" A voice came from an intercom.

"Oops, that's my cue! Don't die on us, it would be so cruel for everyone if you did. Bye!"

As Naoko's face disappeared from the viewscreen, Shinji sighed. He just had the most rotten luck.

At the command center, Misato turned to the Commander. "Last chance to abort. Your call."

"No." Gendo said "Either we stop that Angel or humanity's future ends here."

Fuyutski learned down on his ear. "Ikari are you sure this was the right thing to do?"

Gendo only smirked.

"Launch it!" Misato yelled out.

With that, the Evangelion catapulted upward! The high speeds were a dizzying and nauseating experience for the would be superhero, who was having trouble keeping his mind straight with all the turbulence getting to him.

"NNNNNNNNGGGGGGGHHHHHHH" Shinji grit his teeth.

The Eva came to a sudden stop, and Shinji managed to open his eyes. From a distance, he could see the Angel from before.

Sachiel considered the Eva with a curious stare. It seemed to wonder what it was dealing with… whether it was any different from things he been destroying today.

"Ready Shinji?"

He gulped. "Not really, but don't let that stop you."

"Right." Misato said. "Disengage final safety locks! Evangelion Unit 01… move out!"

Shinji felt like he could move now. He looked around the interface and tried to figure out how to do what. Doctor Akagi said that he had command the Eva into action by thinking.

"Walk."

He felt a phantom leg moving upward, and the Evangelion's foot was raised as well.

"I'm… I'm doing it!"

The boy commanded the foot to step down. However, it was too quick. The Evangelion lost balance, and fell to the floor.

"Shinji pull it together! You have to get up now!"

Shinji tried to collect his bearings but his senses were being overwhelmed. Suddenly it was as if he could see and sense everything. The air, the design of the building he was surrounded by, the people…

Wait people?

Shinji opened an eye. Yes, he had to squint his eyes a little but he could see people down on the street. A panicked family. The boy surmised that not everyone could get into the shelters and now they were left to rot.

That is the least of his worries though. Shinji felt his head being grabbed, and his body pulled upward. He came face to face with the Angel he was fighting. He could see that in between the time in the street and now, he had grown a second skull next to it's mask.

Sachiel moved it's free arm to catch the Evangelion's left arm. Shinji could see the angel's arm blowing up, gaining strong muscles… and a pain seared through the boys own arm!

"AAAAAAGGGGGGHHH!"

"Listen to me, don't panic!" Misato yelled over communications. "Your arm isn't really being pulled! Focus!"

"NOT SO SURE IF MY ARM AGREES WITH THAT ASSESSMENT!" Shinji could only yell. Because really, even if it wasn't real it still hurt a friggin' lot and that was bad.

"Systems unresponsive the field hasn't deployed!" He heard someone, probably a technician say. "At the rate he's going the pilot might have his arm broken for real!"

"No, Shinji!"

He had to think of something fast. What could he do? No weapons, no back up…

The big red orb on the chest. Could he…?

He sent a command to the Evangelion. His leg moved a little, forward backwards, forward backwards, forward backwards…

Then a kick! **WHAM!**

The Angel let go of Unit 01's head and arm, taking a few steps back to recover while it brought it's hands to his chest. Shinji breathed in, clutching his own arm.

"That was too close for comfort… great now what do I do?"

"Activate the AT Field." Naoko said through the radio. "Think of it like a force field created by your own thoughts. Your mind makes it real, whatever you feel it just is. The goal is to get close and personal to the Angel to bring it's guard down and destroy the core, the thing you just kicked."

"Don't do anything too dangerous!" Misato said. "Whatever you do make sure it doesn't get away from the city. Also make sure it doesn't cut your umbilical cord or else you'll only have five minutes of power."

Shinji narrowed his eyes. "Right…"

It was just like a video game boss. Find the weakness, hit it until it dies. Simple.

Sachiel seemed to glare at the Eva. He pumped his arms, making them grow larger with muscle tissue, and got into a fighting stance.

'_Of course, simple doesn't mean easy._' Shinji thought. He raised his own hands up.

Remembering that there were people down there, Shinji knew whatever he did he had be careful he didn't accidentally hurt them. He blinked, trying to think.

That barrage on the senses from earlier had lessened. He was able to focus his attention around himself, getting a clear picture of the city in his head. It was strange. Could being in the Eva be doing something to him?

Whatever is going on Shinji decided he could find out later. After this is over.

His hyper enhanced senses showed him that there were far less people forwards. Shinji knew figured then that he had to move the monster away.

With plan set, he threw a punch at the Angel.

However, Shinji was shocked to find the Eva's fist seemingly hitting nothing but dead air. Bright orange shockwaves appeared where the punch landed.

"What the heck…?"

"That's the Angel's AT Field. You need to concentrate on tearing it down so you can attack!" He heard Ritsuko say.

"How do I do that though?" Shinji asked.

"Tear it down using your own AT Field!"

The instructions being mostly unhelpful, Shinji tried to think about what to do. The Angel clearly won't be letting up soon. Wait… Shinji brought both hands towards the Angel, touching it's AT Field. He then pushed.

"What do you think you're doing, Pilot?!"

One step, two steps, three…

Shinji grunted while pushing the load. "There are people down there, I have to push it away so they don't get hurt!"

"Pull back, you're not going to-" Misato felt mechanical grab her shoulder. She violently shook it off.

"Let him do it." Naoko said. "It seems like he knows what he's doing."

"And how would you know that, _doctor_?"

Naoko turned around, facing the Commander. The two stared each other down. Everyone could feel the air in the room turn cold, the tension incredibly thick.

"Let's just say… _Commander_…" Naoko's eye twitched. "I have faith."

After some pushing, it seemed like Sachiel had enough. Unit 01's hands suddenly phased through the AT Field. Shinji felt a huge burst pain on his head as the Angel launched it's fist at Unit 01.

Shinji took a hit, clearly not expecting that. For a second blood came out from his mouth. But as the Angel threw another punch Shinji recovered in time to dodge. The boy was getting more and more used to the robot he was piloting. Now it seemed was the time for a counter attack.

If Sachiel punched left, Shinji moved right, if Sachiel attacked the head, Shinji aimed for the core. It was a punch out brawl. Sachiel had more power but Shinji was faster, something he had realized was his major advantage in all the fights he had been on so far as Spider-Man.

At this point, Shinji grabbed both of Sachiel's hands, gripping them tightly. He grit his teeth trying to keep a hold on them to keep the Angel on a stand still.

It went like this for a minute… and another…

Then a pain shot through both hands.

"AUGH!" Shinji yelled.

He was quick to find his hands were being pierced by two bright beams of light. Of course! The boy had forgotten how the monster had been able to do this earlier to take out a VTOL. Sachiel then kicked the Evangelion in the stomach sending the robot tumbling downwards. It stood over Shinji, almost smug.

_'This is like how I kicked it in the core before… he must be learning!_' Shinji realized to his horror. _'I have to end this now!'_

Shinji threw another punch, and he found it impacting the AT Field once more.

_'Oh crap he brought it up again!'_ Shinji thought. He didn't know how he was going to penetrate the AT Field. He had to find a way, but how?

Well there was one idea.

He reached his hand out to grab the horn on Unit 01's head… and ripped it right off.

"Shinji!" Misato yelled.

"I didn't know what else to do." Shinji argued.

He held the horn like a knife. Shinji went up close to the Angel, waving the horn in hand. Then he slashed at the Angel's field.

Sure enough the field was sliced through! Before the field to regenerate, Shinji grabbed both sides of it.

"No… no you're not!"

He practically ripped the field apart! Sachiel was about to throw a punch but Shinji wasted no time. First he smashed his fist against the Angel's mask, disorienting the monster. Then he grabbed both of it's hands.

**KRRRRRRRRRRK**

He managed to break them both during the struggle. Shinji freed a hand and punched at the core, sending the Angel to the floor. Then the Eva straddled over Sachiel. Shinji kept his eyes on the bright red core in the chest.

He punched the core. And punched. And punched and punched and punched…

The core started visibly cracking. Shinji felt elated, he could see his enemy being destroyed soon! Victory close at hand!

However, the angel known as Sachiel did not want to die like that. Not by this **abomination**.

It wrapped it's arms and legs around the Evangelion, curling itself into a ball. Shinji barely knew what as happening when-

"**SHINJI!**"

A huge explosion took out several city blocks. The size of the explosion wasn't too large, but it left behind a towering cross shaped beam of light that was visible on the field… with a rainbow for good measure.

Everyone in Central Dogma was shocked and amazed. One the one hand the boy had managed to fight off the Angel decently. But on the other…

"Where's the Eva?!"

"Scratch that where's the pilot?" Misato yelled. "I can't see anything, where's the feed?"

"Feed should be coming back online right now Captain."

A minute later, the camera signal could readily pick up what was going on again.

What they saw was the aftermath of the explosion. City block damaged, the streets almost burned to a crisp. Evidently some people were in the nearby vicinity as some dead bodies could be seen on the footage.

And yet… among the smoke and crater, the technicians could make out an almost demonic figure still standing upright.

"Vital life signs clear, Captain. The radio frequency is still down but Unit 01 is intact and the pilot is alive."

"Good." Misato nodded, relieved. "Get an evac team on the double."

* * *

Shinji gasped.

His eyes darted from side to side. He found himself inside a white room. Shinji looked down and saw he had apparently been put in a hospital gown.

"The ceiling mustn't be very familiar to you."

Eyes widened.

"I mean, you hardly ever went to hospitals when you were younger. Given your healing factor I suspect you may never have to enter one as a patient ever again. Lucky you."

No… she couldn't…

He turned his face up and found that unfortunately… Naoko Akagi was standing there with a cruel grin. The tentacles behind her moved and slithered on their own, ready to pounce at any given moment.

"We have some things we need to discuss… **arachnid**."

**Notes for the Chapter:**

> Wow a lot of things happened in between Chapters 13 and 14.
> 
> Netflix licensed Evangelion and gave it a new dub (Wonderful, and I liked the new dub. The actor who played Shinji blows Spike Spencer out of the water.) Avengers Endgame came out (it was awesome), Spider-Man Far From Home became the highest grossing Spider-Man film yet (it was good but I disliked the Tony Stark stuff), now Sony and Disney negotiations fell through so Spider-Man's no longer in the MCU (bummer but Sony will do fine).
> 
> The Netflix Evangelion thing was particularly exciting for me. I watched Evangelion during a time in my life where I was having a lot of issues and the show helped me out, and I hope this leads to generations of new fans to come to the fold and appreciate it.
> 
> For those new fans who somehow found this fic, I will primarily be using the ADV Films/Rebuild 1 script for the series instead of the Netflix dub. Not only am I more familiar with the older dub, but also there were some script changes in the Netflix version I thought weren't worthy of my grace.
> 
> I'm also considering doing some edits to previous chapters. If any are done I'll list them in the chapters themselves.
> 
> Thank you for waiting patiently. You've all said some things, I'll try commenting on the general stuff:
> 
> -I saw some people speculating the Goblin might not be dead on reviews and the TV Tropes page. I'll admit that I can see how his death could lead to that and it might possible he did survive, but as far as the story is concerned he isn't coming back. I already have a plan and it doesn't include him.
> 
> -Good news for Kotei fans, he's alive! Bad news is… you'll probably wish he stayed dead.
> 
> -The "Mary Jane" of the story won't be coming until very late. For now, Shinji has some growing to do and a different love interest of sorts before then.
> 
> -Like I said in Chapter 4, Shinji isn't going to end up with Rei or Asuka. No ship hate, but I wanted to explore other relationships here.
> 
> -I love the idea of Shinji teaming up with Sunako and Rai as Amazing Friends. Maybe after the story is over they do it. Not right now though…
> 
> I hope that covers everything. No Spider-Man action this time around, nor the next one. But Chapter 16 will have Spider-Shinji make a glorious return in a new costume!
> 
> Edit: Older notes, cross posted from fanfiction.net. Took out omakes from the fanfiction.net version.
> 
> Next Chapter: Welcome to Tokyo-3.


	16. Welcome to Tokyo-3

**Summary for the Chapter:**

> Shinji adjusts to life in the new city of Tokyo-3, while learning the rules of the new playground he was given.

** _Welcome to Tokyo-3_ **

_"_ _Circuits reconnected."_

_"_ _Systems restored, graphs back to normal."_

_"_ _Pilot life signs confirmed!"_

_"_ _Preserving the pilot's life is top priority."_

_"_ _Send out the recovery team hurry!"_

_Shinji heard all of these things as he felt his senses returning to him. A searing pain was felt all over his face and body, even as he recovered. He wiped the sweat from his forehead._

_The Angel… the thing he was fighting!_

_The last thing he remembered was anger. Rage. A instinctive hatred for the creature and a need to destroy it! He was smashing and smashing and smashing away at the red orb and then-_

_Here he is, back in the entry plug. The hate was gone… only confusion remained._

_The screens around him blared back to life, Shinji could finally see the outside again. A ruined streets, charred buildings… it seemed like an explosion went off somehow._

_Before he could ask any more questions, he heard it. A loud clang. Something had fallen to the floor._

_He looked to his right. One building had not been destroyed, one with glass that acted as a mirror. He could see the Evangelion as it was, tall large, it's gangly body barely scratched by the battle beforehand._

_All except for the head._

_The face he had seen earlier… it wasn't there anymore. A strange brown living flesh had replaced the demonic visage. It looked sickly, as if it was on some kind of life support. A creature born in pain._

_It's eyes were dark._

* * *

Shinji gasped.

His eyes darted from side to side. He found himself inside a white room. Shinji looked down and saw he had apparently been put in a hospital gown.

"The ceiling mustn't be very familiar to you."

Eyes widened.

"I mean, you hardly ever went to hospitals when you were younger. Given your healing factor I suspect you may never have to enter one as a patient ever again. Lucky you."

No… she couldn't…

He turned his face up and found that unfortunately… Naoko Akagi was standing there smirking. The tentacles behind her moving on their own, ready to pounce at any given moment.

"We have some things we need to discuss… **arachnid**."

Shinji was about to shoot a web at her but a tentacle wrapped around his hand. The others sprung out quickly trapped his hands and feet to the bed.

"Nonono, we're not here to fight like savage brutes," Naoko chided. "This is a business meeting among equals."

"Could have fooled me!" Shinji tried moving his hands, but they were firmly in place. "Just what the heck are you doing here?!"

"I came to kiss you awake," Naoko let out a chuckle. "Just kidding, you're too much of a twink for me and faaaar too young. I'm not that kind of monster. There is so much we have to go through, but you probably have questions of your own my little spider. Stay still and then you could ask me anything!"

He struggled against the arms, but he wasn't getting anywhere. Shinji thought carefully. He might able to find a way to break out of these tentacles and break her nose again, but that would be a terrible idea for a lot of reasons. Too many people outside who would notice, being in an unfamiliar location, the very real threat of Naoko sharing his secret… he didn't like it, but there wasn't much else he could do.

"… ok… I won't fight."

"Splendid!"

The arms came off immediately. They retreated back to their master, while Shinji got his bearings. He placed his wrists over each other, rubbing them.

"… well?" Akagi asked. "Ask away my darling!"

Shinji decided to go with the first thought on his mind.

"…How come you're not in prison? Did… did those SEELE people have something to do with it?"

"You know about them? Oh good, saves me a lot of trouble!" Naoko said. "Yes it has to do with them. Believe it or not I was lying in prison, waiting to be carted off to God knows where when all of a sudden I was blacked out. When I woke up, I had been stripped naked was placed on trial for those lecherous old fuckers. They wanted to see figure out if I should live or not, due to my rampage as _Doctor Octopus_ probably drawing some negative attention to NERV probably."

"Yeah I can't see how a government organization working with a murderous psychopath might cause some problems."

"Indeed! In the end I was able to convince them that due to my seniority as the head scientist of NERV and the creator of the MAGI I should be kept on board… especially after I revealed that there were back up systems within the MAGI that not even Ritsuko knew about. A magician never reveals all their secrets after all. However they had placed some conditions for my return. I can't reveal my involvement to the public and also…"

She hesitated.

"What? What was the other thing?"

Naoko looked nervous. Shinji had never seen her like this before, which already raised some red flags.

She took off the glasses she had, showing dark circles around her eyes. She turned around and slid off the lab coat partway.

Horrifying scars covered her back. Exposed to the air, Naoko flinched from the pain. There was a red chip in the place of the harness where the mechanical tentacles came from.

"They tortured me for hours on end, leaving these… reminders of my place. They also placed an inhibitor chip to keep me from going rogue."

Shinji placed a hand over his mouth. "Oh God… that's horrible…"

"If I wanted pity I would find it in the back of a bottle. I don't need some brat to comfort me." She placed the glasses back on while putting the jacket back in place. "Anyway I'm curious as to how you came across SEELE to begin with. What do you know?"

Shinji took a breath.

"SEELE created NERV… they also made HERZ. HERZ was experimenting with DNA from an Angel named Lilith… they turned people into their test subjects…"

He clutched his wrist.

"…Yamagishi… he called me the Third Child. Did you know?"

"Ah Yamagishi. You seemed to be familiar with that worm of a daughter when I saw you at the party, how did-"

"DID YOU KNOW?!"

Anger. Shinji clutched the sheet.

"A violent reaction! Struck a nerve I see." Naoko smiled. "As for your question… Yes. Yes I did. In fact, you had been selected to be Unit 01's pilot ever since you were a wee young boy and were kept under HERZ's watchful eye during your stay in Kokoro."

"Why didn't they bring me in earlier?" Shinji asked. "Why wait until now?"

"Honestly… I don't know."

Shinji's eyes narrowed. "What do you mean you don't know?"

"I was kept in the dark about a lot of things. If I had to guess, your miserable waste of a father had a plan in mind that needed you to come here without being trained, but I was never told what it was nor I can figure out what practical purpose it would serve. I know a lot, but not enough. And that's where you come in."

The tentacles behind her slithered.

"As much as I want to snap your neck like a tooth pick and finish you off once and for all, I'm going to need your help. We're going up against a common foe. SEELE wants to convert mankind into orange goop so we could live on in instrumentality, which can only happen when the Angels are dead. I need you alive to kill Angels, you need me to get you information regarding NERV secrets. How about we work together to achieve our goals? You get to stop the villain, save the world… yada yada yada."

Shinji looked down. He admitted, Akagi made a good point. SEELE had plans that could ruin humanity and it wasn't like he had any allies here. Maybe…

He stared at her. "No. No I don't think I'll join you… it would be a terrible idea."

Naoko shrugged. "Suit yourself kid. Anyway, I have some tests to take care of."

She turned right and opened the door. Just before she could leave, Shinji raised a hand.

"Wait just one more thing!" Shinji said. "How come you never told anyone my secret?"

Naoko looked back. She looked contemplative, as if debating her answer. In the end, she grinned.

"You see Shinji… I am a very jealous woman. I don't want anyone laying their hands on you. Only I get to have the satisfaction of killing Spider-Man."

With that, she leaves.

* * *

The battle that took place the other night left a rather large crater on the street.

Almost immediately, NERV had sent various teams to analyze for any potential radiation or properties that might have been left behind. The recovery team had pulled out wreckage of Unit 01's mask from the floor, while making sure to close the area off to civilians who might have tried to take a peek.

In the middle of the crater was a tent. The team on the site had just finished their samplings for the day, and had taken off their hazmat masks.

Misato Katsuragi changed the channel several times, and was dismayed to see that all the channels showed the same news report over and over.

"Sigh, public scenario B22, just like we thought." Misato sighed. "So we're covering up the truth again."

"At least the PR people are happy. They FINALLY got something to do." Ritsuko shrugged off, looking over the notes she had on the table.

"We're being pretty casual about it." Misato brought the fan to her face and waved it. "I mean, give 'em credit they managed to spin this in a good way even with people linking the Angel to the Kokoro incident. As if NERV actually committed that… no way. Even so I can't help but feel like there's a dam waiting to burst. How is everyone so calm about these things?

"I don't think they're calm." Ritsuko said. "Actually I think we're all pretty scared."

"Of course we are…" Misato trailed off, thinking.

She had been worried since the other night. Shinji pulled himself well, _too_ well even. The way he adjusted to the Eva quickly without training is a miracle in it of itself, and she had to admit using the horn as a knife was clever. It was gonna be trouble if he's gonna take orders but that's not what concerned her.

At the end of the fight, Shinji had started attacking the Angel's core with a fierce rage she didn't think he'd have. The explosion of course distracted her from thinking about it at the time. With time however, she looked into the logs to see if they held anything.

Unit 01 was being held at Cage Six, the inspection being said to take place today at ten hundred hours. The mission recorder had nothing, but the readings showed behavior that indicated the Evangelion had gone through a sort of berserker stage not too dissimilar from the incident with Unit 00 some time ago. The behavior of Unit 00 seemed to line up with the weird attitude at the end of the fight.

However, with no data and even less evidence, there is no root cause that can be determined or if her suspicions could even be confirmed. It might happen again, and that worried Misato.

"Still, the Evas can beat the Angels." She whispered underneath her breath. "The fact that we're even here to see this means that mankind has a sliver of hope."

A chuckle. "You're such an optimist."

"Hey sometimes you need a little wishful thinkin' just to keep on livin' Ritsuko." Misato smiled. Her friend turned to her, pushing the glasses she had on.

"I see your point… it's nice to hear a positive attitude."

At that, a short haired brunette came in. Lieutenant Maya Ibuki handed out a report to Ritsuko before turning to Misato.

"Captain Katsuragi, Pilot Ikari had finally woken up and and is waiting for pick up at the hospital."

"That's good thank you Maya." Misato said. "And… how is he?"

"From all reports, it seems his memory is foggy. He couldn't recall much of the fight in detail"

"I see…" Misato scratched her chin in worry. "Could it be some kind of mental contamination? What if the explosion damaged his skull? Dammit…"

"I don't think we should worry." Ritsuko stepped back from the notes. "We did have a pretty hectic day that time. I'm sure he'll come around eventually."

Even so, Misato wasn't entirely convinced.

"I hope you're right Ritsuko…"

* * *

Everything seemed to be wrapped in a blinding white light.

Rationally, Shinji knew that this was just what hospitals were like. White structures only livened by the lights on the ceiling and the humans in green dresses that worked in them. It was clinical and professional, patients coming and going.

He decided he hated hospitals.

Shinji was thankful that he could just sit away from the smell of medicines and the moans of the comatose. Instead, he found himself fortunate to be sitting in a room where he had a clear view of trees and the outside world. He found it calming.

Especially after the encounter with Doctor Akagi. Not a normal day you wake up to a mad super villain outright stating she was going to kill you. Then again, nothing about his life had been normal for months now.

He went from a quiet kid in the corner with no future plans, to some kind of vigilante superhero. What a turn.

'_I don't feel different though_,' Shinji thought. '_If anything, I feel… the same_.'

The boy had thoughts about his current predicament. He had previously vowed not to run away again, to take responsibility and fight if necessary. He found himself doing things he never thought he could do, like stopping a train, crash an inhuman monster through a statue and even fight in a giant robot up against an alien.

(Of course it wasn't a robot was it?)

That last part especially seemed strange. Even in the context of his life, these bizarre turn of events felt bizarrely out of left field. And yet…

And yet Shinji walked on as if nothing happened. No that's not right. He walked as if this was normal.

Shinji wondered if that was the nature of change. The initial wonder or terror of a thing only for it to become routine. Maybe. There was no way to tell if he had changed unless someone pointed it out to his face.

"Shinji?"

He had heard the footsteps previously, but it was only now the boy turned to find Misato Katsuragi had been the one making them.

"You ready to go?" She asked.

A quiet nod, Shinji got up and joined her.

The pair walked a short distance, quiet. The elevator was not too far away, just by the receptionist's desk. Shinji waited as Misato pressed the button.

The doors opened. Gendo Ikari stood there, positioned in the center of the elevator.

A stare off. No words were spoken between father and son, only questioning gazes could be found.

Shinji tried to glare, tried anything to stand his ground. He had not seen this man in 3 years, by all accounts he should not care that much. What has he done for him? He should not allow himself to be cowed by this man.

The boy turned his face turned away.

The doors closed, Shinji feeling a sense of humiliation over it.

A frowning Misato watched the scene transpired, and something started dwelling up inside of her.

* * *

"Alone? Seriously?"

The man, a Section-2 security agent, nodded.

"That's right. His room will be on block 6 just up ahead. I trust you have no problem with that."

Shinji was torn. On the one hand, him being alone would allow him some privacy and ways to practice his powers without anyone noticing. Maybe grant him access to NERV' and make uncovering secrets better. He wouldn't need Naoko's help at all!

But with it being directly at NERV HQ, it's also possible there might be tighter security and cameras spying his every move. That would be a huge pain, and he doesn't want anyone (least of all his father) to know he's Spider-Man. Speaking of that, being at NERV HQ might mean traveling as Spider-Man to fight crime might be harder. Decisions, decisions…

"Well… is there a way I can negotiate a room out of here?" Shinji asked. "Maybe in the city? I don't"

"You want to live alone?" Misato looked at him surprised.

The boy tried to think of something to say. Anything."Yeah, I've been living by myself for the past few months, so I'm used to it."

He shrugged it off. It was the truth after all, but that didn't seem to be the right thing to say. Misato didn't seem all that happy. Not one bit.

* * *

"What did you say?!"

Ritsuko was ballistic! Misato pulled the phone back into her face.

"You heard me! I said I decided to let Shinji stay at my place, what's the big deal? I cleared it with the higher ups. You don't have to worry about a thing," Misato smirked. "I promise I won't put the moves on him."

At that Ritsuko went even more ballistic!

"I SHOULD HOPE NOT! Why would you even say something like that? Honestly what the fuck-"

Whatever else Ritsuko said was drowned out as Misato placed the phone back into the booth.

"Oh yeah, she never did have a sense of humor." Misato turned to her ward. "Looks we're gonna be livin' together Shinji!"

"I guess we are." Shinji couldn't help but smile. "Although… I'd probably panic if you did put the moves on me."

"I think I'd do it just to see how'd you react." Misato said.

"Uh… please no?"

Shinji was dismayed when he saw her chuckling.

"Heh heh, I think we're gonna have a lot of fun oh roomie of mine…"

* * *

It had been sunset when they reached the supermarket.

Misato said they needed to get some supplies for a welcome party, which is why they're there. They had just gotten the stuff they needed, and now they were passing it through the cash register.

"Do you think we should be moving?"

"We sure are! I never dreamed this place would turn into a war zone. It's just too dangerous!"

Shinji stared. The couple passed him by.

"I know what you mean… my husband is telling me the children and I should evacuate too."

"There were over a hundred relocations filed this morning alone."

"It doesn't surprise me. First Kokoro now this? I don't care how much they fortify this city when it comes down to it you can't count on NERV for anything."

"Just thinking about yesterday how close we came?"

"Think about those other people who couldn't get into the shelters, all killed during the battle…"

Misato looked at the boy, who seemed to be shaking just the slightest nudge.

As the pair drove in the car, she decided.

"Hope you don't mind, but we need to make a tiny little side step."

Shinji's eyes turned to her, surprised. "Where are we going?"

"Somewhere nice you'll see." She said with a smile.

* * *

From here… the city looks so lonely.

Shinji observed this while staring at the metropolis below the mountain. The orange glow of the sky made the buildings indistinguishable from each other, the breeze increasing the effect of isolation he feels.

There were no lights on display. The shadows cast from the sun made it appear lifeless, without a soul.

"It's time."

Shinji looked confused. They were waiting for something?

Then… he saw it.

"The buildings… they're growing!"

Indeed, structures rose from nothing. Tall spires and skyscrapers that reached the clouds appear, and the darkness created from the sunset gave away to lights that popped all around the skyline. The city of tomorrow, build on the works of yesterday, Tokyo-3 breathed with life he hadn't seen when he came in first.

"This whole city is a fortress built to intercept Angels. Its our city Tokyo-3. Take a good look down there."

Shinji could see. Compared to the smog of his hometown, this was felt like a utopian marvel. A city that had breathed and shined in glory.

"You see? that's the city you protected."

Yes… that was right.

* * *

Nighttime came, and the pair had arrived at an apartment complex. They walked across several rooms to get to theirs.

"Oh good, It looks like they delivered your stuff already! I just moved in here the other day myself so I still have some unpacking to do myself."

They stopped. Misato turned to the door, and it opened by itself. She took steps inside, and then looked at Shinji expectantly.

"Well come in!"

Shinji stared at her, then at the door.

"Uh… okay. Thanks for having me."

She frowned.

"Shinji, this is your home now. Just… come in."

Home. He had lived in a house for years, but it had only been home when Yamashiro was there. The months that passed since then he had spent most of his time as Spider-Man away, Shinji only coming back to sleep or eat. He hadn't been in a home for a while.

With that in mind, he took a step inside.

"Well… home sweet home."

He smiled while saying that. Misato smiled back.

"Home sweet home."

* * *

"Oh sorry it's a little messy. Like I said I'm just settling in."

If you pay attention, one could hear the sound of two drum beats and a clang of the cymbal. Beer cans lied in almost every inch, boxes stacked on top of each other unopened, trash bags that smelled, and all sorts of things were lying around the living room. Nowhere was safe from the onslaught of chaos that was the apartment of Misato Katsuragi.

"This is… a little messy?"

Shinji could only let out those words. What could he say? Should he tell his host that her place is a dumpster fire of madness that can only be cleansed by the holy spirit of God?

That would be all too rude. Maybe he should say that the room was the result of a science experiment gone horribly wrong and he could see some of the leftovers crawling on the floor?

Or perhaps-

No no no, he's just gonna leave it as is. Deep breaths.

"Hey while you're out there would you put the food away in the fridge?"

"Uh, yeah sure." Shinji said. He opened up the cabinets in the fridge. One by one, he could tell this was going to be an experience.

"Ice, snacks, nothing but beer… what did I get myself into?"

Misato came in, having already changed her clothes. She wore a yellow yank top and jean shorts, with her hair wrapped in a ponytail with two strings over her ears. She set the food onto the table after pushing some of the trash away.

"Alright let's dig in!"

"Uh okay…" Shinji mumbled.

The dinner had been pretty good. Shinji found himself relaxing, even with the smell that poured into his nose. Misato took a swig of her beer and yelled out in excitement.

"Ah! Yeah heheheh… I tell ya Shinji it's moments like these that make it all worthwhile don't you think?" She blinked. "You're not eating. I know it's all microwaved food but it's good trust me."

Shinji could feel his spider-sense tingling. Wait no, that was just his regular anxiety kicking in. Okay how to dodge this…

"Well it's just… I don't usually eat stuff like this so…"

"Are you…" Misato slammed her hands onto the table, leaning forward in front of Shinji's face. "… being PICKY?!"

"No I uh I just meant that…" Shinji nervously said, trying to appease the visage of death in front of him. "It looks good! Yes!"

It seemed to work. She closed her eyes and smiled, returning to her seating position.

"Hmhm kinda nice right? Two roomies sitting down to a nice home cooked meal…"

"Right."

"Good! 'Cause from now on this is your place as well as mine, so kick back and make yourself comfortable okay?"

"Uh… alright…"

"Ah… right right right right is that all you know how to say?" She reached over and grabbed his head. "Snap out of it! You can't just agree on what everyone tells you!"

No please, anything to stop this madness!

"R-right…" he let out weakly.

Seemingly satisfied, she stopped her assault and sat down.

"Heh heh… I know just the thing you need! A nice hot bath to clear your head! Wash all those worries down the drain!"

Oh good, an escape!

"Alright Misato, I'll take care of that right now. Thank you so much!"

He rushed into the bathroom without a moment's thought. Misato briefly searched around the room, wondering if she had forgotten something. Something she should have mentioned earlier…

A girly scream and Shinji came out naked.

"M-m-m-isato! There's a thing!"

"A what?"

Shinji rambled incoherently. A penguin flopped around out of it. Ah, now Misato remembered.

"Ohhhh that thing. He's a bird actually, a warm water penguin."

Shinji's eyes bulged. "Since when did birds like that even exist?!"

"Since always I guess, though they are rare these days." Misato grabbed the beer from the counter. "His name is Pen Pen. I should have mentioned he lives with me. Just think of him as another roomie. And uh now that you met, heh, why don't you go cover up?"

Shinji finally looked down. He blushed fiercely, covering his junk up with his hands while stepping back inside.

As she drunk from the beer, she had to chuckle slightly.

_Maybe I was acting just a little too cheery… oh but it was all I could do to keep a straight face._

* * *

Gendo Ikari watched over the wreckage of Unit 00.

Several teams were working over the hour to free it from the bakelite. They needed to, especially with the Angels coming very soon. Unit 01 needed a partner, and Unit 02 in Germany is weeks away getting from official clearance to be brought in. There can be no time to waste.

The sound of a door opening was heard in the ruined control room.

"I checked over Ayanami today. Her vitals are stable and will be released soon so long as she is careful."

Gendo gritted his teeth.

"She'll be fine, Doctor… she'll be ready when its time to reactivate Unit 00."

The scientist grinned. "Right, right. Also I took the liberty of visiting your son as well. His psychological make up is better than expected, given we threw him into a ring of fire with no safety net."

"You stay away from him." Gendo growled. "He doesn't need you of all people to be his advocate."

"Ah, so you at last acknowledge me Ikari." Naoko said. "We haven't even spoken since the day I was brought here. Always through proxies. How does it feel for your mistake to show up in front of you"

Gendo turned around. He glared at Naoko.

"If you don't hold your tongue, Naoko, I will make sure the leash you're kept on is made tighter."

Naoko shrugged. "Whatever floats your boat. If you wanted an obedient pup, you should have asked for Ritsuko."

A pause.

Gendo turned back to the outside of the control room, where Unit 00 is being unearthed.

"You are neither owed my time nor my attention. What we had was nothing. You mean nothing. Now go."

The doctor turned around, scoffing.

"Oh I knew that already, especially when you threw me to the wolves when you told everyone what we did. While I was being humiliated and mocked by everyone you sat on your chair with your hands under your nose. You're a spineless little worm, Ikari, and my daughter is even more spineless for submitting to you."

The doors closed, and Gendo only stared at the distance pretending this never happened.

* * *

"Yeah after all the horrible stuff he went through… I don't think he'll pilot again."

Misato sat in the bath tub. Her fears and worried weren't washed down the drain just yet, which was why she called Ritsuko. Her friend seemed all too cheery at her woes however, which grated on her nerves just a nudge.

"Maintaining him is part of your joooob…" She said, Misato just hearing the grin from the phone.

"I'm just scared. I don't know how to deal with him."

"Grumbling already? But it was your idea to make him in you know."

"Oh shut up!" Misato hung up. Nope, not dealing with this shit. Not now.

She sighed as she got up from the bath. Nothing had been assuaged. Her thoughts turned to the events that transpired over the past few days.

The Third Child, suddenly selected without a preliminary report. And the timing of the Angel attack the same day he was scheduled to arrive. Not only that but the fact that he's Commander Ikari's son… the coincidences just keep stacking up. There had to be some kind of plan going on, especially with the way Naoko seemed to all too happy to provide him advice and let him do his thing during the encounter. He was quick to adapt and fight it off. He was too good. Where did he get those moves? Did he have to fight other people? With Kokoro's damage there had bound to have been some crazy thugs that tried to rob him…

Yet they did defeat the Angel, that has to count for something. But…

_"_I don't feel happy."

She dried her hair as she walked down the hall with a green towel over her.

The whole time she had just been thinking of the kid as just a tool… she felt as shameless as Ritsuko today. Misato looked towards Shinji's door.

"Shinji… I'm opening the door, okay?"

Misato slid it open. She found Shinji lying to the side away from the door and from her.

"Listen I forgot to tell you something." She swallowed a lump. "What you did the other day was a good thing, an admirable thing. You should feel proud, okay Shinji?"

No movement.

"Hang in there."

She closed the door. Shinji rustled, pushing the sheets off of himself.

_I'll try Misato… now, it's time to get to work._

He reached out to grab the suit from the bag he had in the room.

* * *

Three weeks had passed.

Shinji had managed to adjust to life in Tokyo-3 fairly easily. By this point, he had the general layout of city down pat, knowing good places to change and what times Section-2 agents will be paying attention and not.

It's a bit of a pain, but nothing he can't handle.

After taking out the garbage for Misato earlier, he managed to zip to school on time. It is a godsend to Shinji that he had been given an unlimited supply of webbing at his beck and call. He go anywhere, any time very quickly, in a manner that was always exhilarating to him he might add. He couldn't imagine running out of fluid while in the middle of the air. That would be most painful.

It sort of made up for how boring school was.

Not that his old school was much better, but at least he felt like progress was happening over a week or a month. It's been three weeks but the teacher has been stuck on the same story about the beginnings of Second Impact and the effects it had on the world.

It was the same story over and over, as if he had been caught in some kind of time loop. It annoyed him to no end, made Shinji wish he was swinging outside or get called in to synch tests for the Evangelion.

As he read a book on the table, he heard someone making noises. It was some kid playing with a toy VTOL, shaking it around while recording it on his camera. A freckled girl with brown hair wrapped in pigtails walked across the class, checking the tables. She stood in front of the boy with the camera, another freckled kid with brown hair, only he had big dorky glasses to go along with it.

The boy put down the camera. "What's up class rep?"

"Did you deliver the print out I gave you yesterday?" She said, looking seriously.

The boy gulped, trying to use some papers inside the desk. "What? Oh um.. well um uh… well there wasn't anyone home at Touji's place."

"Mr. Aida, aren't you Suzuhara's friend?" The class representative asked. "Aren't you even just a little worried about him?"

"You don't suppose he was injured do you?"

"What, you mean in that robot incident? The news reports all said nobody was injured!"

"No way. You saw how the explosion was didn't you? There were fighters scrambled from Iruma and Komatsu, and there were troops from Misawa and Kyushu. I'll bet at least 20 people were injured, and there had to be a few fatalities too, especially with the overflow of people from Kokoro that couldn't get into the shelters."

The doors slid open. Another student came in. This one was slightly tanner than everyone else. Instead of the regular school uniform, he had a black exercise jacket and pants, with some white straps over parts of the clothes. This student scowled as he entered. The two students who had been talking earlier recognized him.

"TOUJI!"

"Suzahara…"

The jock placed a bag over his desk, then sat down on top of it. He craned his neck to look at the two.

"Kensuke, Hikari… where is everyone? Has our entire class disappeared or what?"

"They've all either evacuated or they transferred to others schools." Kensuke said. "No one wants to stay here after that last battle inside the city."

Touji rolled his eyes. "Yeah, you're probably the only one who's actually enjoying the chance to see a real war."

"That's true, and speaking of which, where have you been Touji? Why were you absent so long? Did you get involved in the war?"

Touji twitched.

"No… but my little sister did. She was crushed under a pile of debris. She survived but… she's been in the hospital ever since. Both my dad and grandad are working at the lab and there's no way they can leave their post so… if i'm not with her she's all alone."

"Touji…" Hikari said, putting a hand over his shoulder. Touji violently shook it off.

"That robot pilot's really dumb! It made me so angry! How could he wreck our own city! What'd that stupid idiot think he was doing?! If I could get my hands on him I'd pound him! I'd clobber him to kingdom come!"

"You can't just say those things Touji," Hikari said. "You're disturbing the other classmates calm down!"

At that the boy stopped. He took a breath and sighed. "You're right… sorry…"

"Speaking of the pilot, have you heard about the rumor of the transfer student?" Kensuke asked.

Touji raised an eyebrow. "What transfer student?"

"Him over there!"

He pointed towards Shinji, who was looking at the book he was reading.

"He transferred in while you were absent, right after the giant robot incident. Don't you think that was a bit of an odd coincidence?"

"C'mon Ken that's just your conspiracy hat speaking." Touji said. He narrowed his eyes slightly, contemplative… but he just turned back to the two.

Shinji for his part was horrified over what he just heard.

People died in the fight? Why did no one tell him this? What else happened?! He tried to move the fight away to avoid damage but it still happened! It was all his fault…

Anger.

Someone's sister had gotten hurt because of his actions. He gripped the book harder.

Anger.

He had to get better. He had to be_ stronger_…

Finally, the teacher stepped into the classroom. Everyone sat as the old man rambled on about the aftermath of Second Impact yet again.

Shinji looked around. Some talked to each other, some taking notes, most everyone else was on their school provided laptops. He pulled up his own just to see if anything interesting was happening.

Luckily the school laptops happen to be networked, so the students could text each other if they wanted to. Shinji observed the chatter going on from different students, and decided to make that his entertainment.

BLEEP

A message? He looked at what he received.

_Are you the pilot?_

Here it is. Someone was bound to ask eventually. That boy, Kensuke, he pointed out the coincidence in his arrival and the Evangelion's match with the Angel. Shinji could confirm it. He thought about it…

_No._

He heard groans and disappointed sighs behind him. After months of maintaining a secret identity, Shinji learned better than to just blurt out he was a pilot to any random group of people. That would cause way too much trouble than it is worth.

The bell rings, class ends.

Shinji looked at his watch, waiting for the clock to tick down. Break was coming and he just wanted a chance to swing around the city again. There wasn't too many interesting things going on at the moment, and he had to shake off the guilt that was slowly building up in his mind.

"Pilot Ikari."

The boy turned around, panicked. Someone knew?! Who?

It was a girl. She seemed to be a student, wearing the standard uniform. What was unusual was the very pale white skin she had on her, that seemed to glow in the sunlight. Her blue hair served to distinguish her from everyone else. It did not seemed to be dyed, it was almost natural. She had a cast over her arm, and bandages wrapped around her head, that covered one of her eyes.

The other eye was visible. It was _red_.

"There is an emergency. I'll report in first."

She turned around and ran off.

Shinji was bewildered. Was this the other pilot who was injured? Ayanami was it? She seemed familiar somehow…

Wait… an emergency! Right.

He ran towards Ayanami's direction.

* * *

Misato watched as several hundred tanks and military weaponry were unleashed upon the monster on the viewscreen, and scoffed.

None of them were having any effect on the Fourth Angel, Shamshel, who kept it's advance upon Tokyo-3 at a steady pace. Shamshel had the appearance of an insect, a cephalopod-like creature around the size of the Evangelion and it's "brother", Sachiel, before it. It's shell was a purple red, with two seeming yellow eyes with green pupils where the head was. It was a scary sight, even less human compared to the Third Angel.

"A waste of the tax payer's money." Naoko said. "They'd be better off shooting themselves, then the bodies might at least serve as meals for the birds."

Misato tried to ignore the doctor, even as she agreed with the analogy. "I guess these military types just won't be satisfied until they fired all their bullets."

A long haired technician, Shigeru Aoba, put down the phone.

"Japanese government. They're requesting Eva mobilization."

"They just don't get it do they…" Misato said. "We'll mobilize whether they request it or not."

An image of Shinji appeared on the view screen.

"Shinji it's time to mobilize. Are you ready?"

"Yeah. Ready."

"Listen closely." Ritsuko said. "As you neutralize the enemy's AT Field, fire a volley with the gatling gun. Do it just like we practiced and you'll be fine."

"Right." Shinji grabbed the controls.

Over the three weeks he had grown more comfortable inside the entry plug. The synch tests had significantly lowered his trepidation and placed him at ease even as he breathed the LCL into his lungs. The plug suit felt comfortable and neat, Naoko had explained that the material for the suit was made of Unstable Molecules (didn't THAT name send him into a panic the first he heard it), discovered by Dr. Richards in the American Division of NERV. It is infinitely expandable according to the pilot's needs, and is highly resistant to most things. A slash from a knife wouldn't leave a scratch, although bullets would still be able to penetrate it.

This along with the small interface headsets helped him connect better to the Eva. He sat comfortably, ready for the fight.

Misato gave the order.

"Move out!"

The turbulence wasn't as bad this time. The previous occasion, he had been caught off guard from the suddenness of the act, but this time he was ready. He only shook slightly as the Eva reached the ground level.

"The Angel is standing upright Shinji, he's behind the building you're in. Wait for it to pass and shoot."

Shinji nodded. He closed his eyes, allowing his other senses to activate.

Being in the Eva was strange. Once he got the hang of it all he learned that he could create an image of the surrounding area in his mind. He was hyperaware of the people on the street, the Angel behind him…

"Position target in the center…"

He turned the gun towards Shamshel.

"… pull the switch!"

He fired the gatling gun right at the Angel. He emptied the clip on the damn thing, creating a smoke cloud that covered Shamshel. Shinji felt some of the bullets land on the cars below. Not sure if insurance covers that.

"Check your fire," Misato yelled. "You'll lose your target in the blast cloud!"

Shinji did as he was told. Sure enough, the blast cloud made the Angel invisible to his eyes. However, his senses weren't affected.

He crouched to the whips that came right at him. The whips slashed through the buildings, cutting them in half.

Shinji stood up and was about to fire, but the whips slashed the gun and his hand, causing him to back off!

"We're sending out the spare rifle! Take it!"

Shinji knew where it was. He made a move to grab for it, but the whips slashed in front of him.

The whips came at him fast and hard. Shinji could barely dodge them in time to avoid getting hurt. He was backing away as the streets were being destroyed from the struggled.

"I can't find an opening…" Shinji let out. "It's too quick!"

He searched for anything he could use to attack it. The gun was too far, and the Angel was slashing everything in sight. Maybe…

Shinji immediately grabbed a car from below and tossed it right at Shamshel! The whips slashed at it, but that was enough.

Unit 01 jumped forward, ready to throw a punch directly into the Angel's face. It was close-

"SHINJI WAIT!"

"Huh?"

Shinji felt his neck being strangled and his abdomen being crushed.

Apparently Shamshel's whips were faster than he thought. They circled around the Eva so quick he didn't even notice. This was bad…

The whip on the abdomen briefly released itself, slicing the Unit's umbilical cord in half.

All lights in the control room blared red alert, the countdown beginning.

"Umbilical cord is shattered! Eva has switched to internal power."

"Operational time now at four minutes and fifty three seconds!"

Misato was shocked at this. She knew things wouldn't be smooth sailing but for it to go wrong like this? Inconceivable!

Shinji felt a whip wrap around his leg. The strangling becoming harsher, he tried to fight on.

Shamshel lifted up the Eva. Sachiel had looked at the thing with curiosity. This Angel…

It slammed Unit 01 down on the ground. Picked it back up, and slammed it down again. The Eva was a toy to the Angel, and there is no care to be found.

When it was done wreaking it's righteous vengeance, Shamshel did what most children do when they are done playing. It tossed the toy aside.

The Eva flew in the air. It crashed into the mountain with a heavy thud, the surrounding area being covered in a gust of wind created from the impact.

"Shini are you alright? SHINJI?"

Shinji breathed in and out, trying to keep calm.

"What's the damage?"

"None, all combat systems operational."

He ignored the voices on the comm system, feeling two presences next to him. He turned to his left, seeing two students on the ground. They were on the ground, shocked and amazed as they watched the Eva. One of them held a camera.

'_Wait…_' Shinji thought. '_It's those two! Kensuke and Touji if I remember. What are they doing here?_'

There was no time for answers. Shinji grabbed the whip that was about to crash on them.

It burned. Oh it burned.

"GRRRRRRRRR-" Shinji grunted, trying to push the pain down his throat. It was either that or death for them.

Keep going… keep going…

"Unit 01 has three minutes and twenty eight seconds of operational time remaining!"

Turn that pain down. Turn it to-

"Contact surface melting! Damage is 58%!"

Anger.

The Angel was going to kill everyone if he let it free. He had to keep it at bay. For survival.

"What the- two of Shinji's classmates?"

Anger.

The boy violently tossed the whip away from the pair below, the Angel being tossed away in the air in the process. He let out a breath he didn't know he was holding.

"Shinji!" He heard Misato call out. "Let those two in the cockpit! Once you have them secure we will retreat and regroup, go, now!"

Shinji nodded, despite the pain he had previously felt. pressed the button, everything going dark.

He felt their presences enter the cockpit. There was splashing as they came in.

"What the hell, there's water in here?"

"My camera!"

"Wait, is that the new kid?"

"I knew it! I knew he was "

"Shut up Ken! Hey I got some questions!"

Shinji ignored them. He commanded the Eva to get up, ignoring the pain on his hand as he did so.

"Use extraction route #34, fall back!" Misato ordered. "We'll figure out a plan."

Anger.

"Hey new kid," Touji said. "I think they're telling you to run, maybe you should listen to that instead of… whatever it is you're doing!"

Anger.

"I mustn't run away, I mustn't run away, I mustn't run away…"

The Angel was going to kill everyone if he let it remain free. He had to keep it at bay. For survival.

"Progressive knife equipped!"

He had to kill it. He had to kill it now. He had to save everyone.

"Shinji I gave you an order, retreat!"

Anger.

"Shinji?"

Countdown to one minute.

"SHINJI!"

Rage.

"**AAAAAAAAAAAARRRRRRRRGGGGHHHHHHHHHHHHHHH!**"

He ran as fast as he could towards the beast. He had to kill it, he needed to! There was no other way except this!

Ignoring the screams and cries of the two others in the entry plug, Shinji swung the knife and stabbed at the core.

"Time until Unit failure 30 seconds!"

The stabbing resulted in sparks coming from the orb. Shinji didn't stop.

"28, 29, 27, 26…"

The whips stabbed through his chest and he didn't stop. He kept at it.

"10, 9, 8, 7, 6…"

Alarms blared red and bubbles started appearing in the plug, boiling from the contact. His eyes were red. He kept at it.

"5, 4, 3, 2-"

The core started visibly cracking. Shinji felt elated, he could see his enemy being destroyed soon! Victory close at hand!

"That stupid boy…"

The core burst.

"1!"

Every system shut down. The lights have vanished and no one could see a thing. The Evangelion stood at the mountain posed over the carcass of it's enemy.

It's eyes were dark.

**Notes for the Chapter:**

> The Stations of Canon is a double edged sword. On one hand, you have a clear outline to follow but on the other hand it's also very limiting in what possibilities you can do. This is especially true with Eva, which had a very particular pattern of Angel attacks to follow and events that have to happen. The most you can do with what you're given is to figure out how to make the fanfic your own.
> 
> Both this and the last chapter stuck fairly closely to the original episodes, but I hope that at least I was able to make it interesting to read through. The next one will change things up a little, I promise.
> 
> A Spider-Verse arc is a big enough idea it deserves to be it's own fic rather than be relegated to a small story arc in this one, so it's not on the cards.
> 
> One last thing, I'm going to repeat this from chapter 4: No getting together Rei or Asuka, no Black Cat or Venom. Or even Agent Venom for that matter. I'm going to start deleting reviews that ask for Harry or Ned in the story as well.
> 
> Next time, some exciting Spider-Shinji action versus a new foe!
> 
> Next Chapter: Prey
> 
> Edit: Older notes, crossposted from fanfiction.net. Cut out commenter responses and an omake.


	17. Prey

**Summary for the Chapter:**

> Shinji becomes friends with Touji and Kensuke as he spends a night on the town as the Amazing Spider-Man! However, a deadly new menace rises from the shadows! Will Spider-Shinji fall prey to the creature?

** _Prey_ **

It rained in Tokyo-3.

Little droplets of water splashed themselves across the pavement, the few people outside beginning to regret their choice to be out in the grey skies. The rain fell hard, creating a gloomy atmosphere.

Somewhere in the rain, a man sat alone on a park bench.

He had it rough. He had been someone with aspirations; he had dreams, of a loving family waiting at home grateful for the money he earned to keep the whole afloat. Children who slept soundly in the night, a wife he could hold in his arms…these dreams, and more, had been cruelly dashed away on the day of the storm.

The Storm of Kokoro left many displaced. He had no more family to call his own. No house, no money… he took to the streets when he was unable to get a job anywhere. His skills were mediocre, not even fit to be some lowly technician at NERV. He was alone and no one could care less.

NERV did not care. Tokyo-3, this entire **fucking** city, did not care.

The shelters were filled to the max, leaving countless people out in the street unable to escape the battles that waged on. The Evangelion and the Angels… there was no difference, they're titans struggling for supremacy ignorant of the humans beneath them.

It was misery or death. There was nothing else for people like himself, the unlucky.

A rustling disturbed the man's thoughts. He instantly panicked, getting up.

"Who's there?"

He raised his fists, ready for a fight. His eyes searched around. At this time other hoodlums could come and attack for cash or take his spot. He had to be careful.

"Come out there, nobody's going to get hurt."

The rustling got louder. The man shuddered, gritting his teeth.

"I said come out you stinkin' asswi-"

In an uncaring Tokyo-3, no one cared when a man disappears from the face of the Earth.

* * *

"Shinji why did you ignore my orders up there?"

The NERV locker room. Captain Misato Katsuragi stood over her ward, who sat quietly on a bench. He had his arms over his knees, his head looking down on the floor.

"Well Shinji?"

"…"

"I'm your superior officer in charge of your missions. You have an obligation to follow my orders no matter what. Do you understand?"

"… Yeah, I understand." Shinji said finally.

"Then make sure this never happens again."

His hands gripped the pants. "I'll make sure it doesn't happen again, captain."

Misato's eyes hardened. "I don't like the tone you just had."

At that, Shinji got up. He slammed his feet to the floor.

"Look, we beat the Angel and saved the day! Why am I still here? Why can't I just go home already?!"

"You went against orders and nearly got yourself killed out there!" Misato yelled. "What you did was ridiculously stupid and reckless. You should've headed back when we ordered you to, yet you ignored it."

"If I did what you told me to, the Angel would have just kept going and attacked the city before heading right down for NERV! I did what I had to do."

"Need I remind you Shinji that your EVA was running out of power and it was only a split second miracle you managed to kill it before the battery ran out? It was a bad strategy and you shouldn't have done that."

"And why not? We beat it didn't we?"

"Because you're a pilot now. We can't have our pilots running half cocked, we need you to follow orders so that humanity can live. Your risk could have potentially gotten everyone killed. And for what? A need to satisfy your ego?"

"I had a chance and I took it! What did you expect me to do just run away? I can't do that, I won't do that!"

Suddenly, Shinji found the sleeves of his shirt being gripped. He was slammed against the wall while Misato's face was right up in his face, directly within his line of sight.

"Now you listen to me." Misato said, her tone lower than anything Shinji had heard before. "I don't care if you want to run away or not. None of this has ever been about you! You're an EVA pilot, a soldier. Soldiers have to follow orders. You know why? Because one accident, one tiny little slip up, could have dangerous consequences. Not just for you, but for the people you're trying to protect. Your actions put everyone at risk, and you can't expect luck to win out every time. Only idiots think that way."

She let go of his shirt.

"We're done here. Go home and get some rest, I'll be there soon."

Silence between the two. Misato expected Shinji to say something, to fire back.

However, that didn't happen. Shinji merely hung his head low. Whether in shame or something else, he remained quiet as he walked over to the door.

As the door closed behind him, Misato sighed.

"I expected better from you…"

* * *

A door slides open.

"Misato?"

Shinji found an empty bed on the floor with the sheets spread about. He sighed, heading to the kitchen.

On the dinner table was a note. Shinji picked it up.

_Hey Shinji, I'm gonna be out all day at NERV so make sure to buy some groceries when you get back! 3 Misato!_

"Alrighty then." Shinji said. He placed the note down and headed out.

The day was cloudy. The few pockets of light from above did little to remove the gloomy atmosphere. It had been like this all weekend, the afternoons usually suffering from rain. As Shinji walked alone, he thought about the situation.

Ever since that confrontation in the locker room, he and Misato barely spoke. They were on edge the whole week, avoiding each other in subtle ways. Today was no different.

'_I did the right thing didn't I?_' Shinji thought. '_The Angel was gonna kill everyone, what does Misato know?_'

However, Shinji didn't quite believe his own words. he didn't want to admit it, but the longer Shinji thought about it the more he was thinking Misato might have had a point. He vividly remembered the sparks from the Angel's core as he stabbed the knife inside of it. His focus at the time was on making sure it died… he forgot about how the entry plug's lights dimmed during his attack. He screamed so loudly he didn't hear the two others in the entry plug who were frightened and terrified. If he hadn't stabbed the progressive knife all the way through…

Shinji clutched his head in frustration. Any time he was near the Eva his spider-sense went off but inside of it… he felt at peace. Comforted. Anytime he left it he was angry. Exhausted.

He needed a break. He doesn't have any synch tests, so he could probably use a swing around town. Good thing he packed up his new costume tod-

"Hey new kid! Wait up!"

Shinji turned around. Two boys were running towards him, the one with glasses more out of breath than the other.

"Hold on… whoah Touji don't ever run like that again."

Immediately, Shinji remembered. They were the students that got into the entry plug with him during the attack. Touji and… Kensuke? Did he remember correctly? They knew he was a pilot.

Didn't one of them have a grudge against him?

"Yes? Something I can help you with?" Shinji said with caution. He took a step back, ready to flee.

Kensuke waved his hands. "We're- cough- we're to say thanks. We would have died if it weren't for you saving us the other day. Touji here-"

He punched Touji's gut, causing the other boy to grunt in pain.

"-has something he wants to say I think."

Touji glared at Kensuke, but he just sighed heavily. He crossed his arms as he tried not to look at Shinji.

"Listen new kid," Touji let out, "I'm really glad you saved us the other day… We owe ya. And…"

He scratched the back of his head. "I saw you overhearin' us the other day. Ya probably heard all the nasty shit I said huh? I'm… sorry for makin' assumptions about ya. I was hopin' we could start over?"

Shinji blinked. He placed the foot next the other one.

"I wouldn't mind." Shinji said. "I don't blame you for what you said. Honestly, I kind of deserved some of that."

"Wow nice and humble! Truly NERV knew how to pick 'em!" Kensuke smiled. "Guess he ain't so bad after all eh Touji?"

"Whatever Ken." Touji grumbled. "He still wasn't that good."

"I'm sorry," Shinji said. "I tried to be careful but since it was my first time piloting the Eva. I should have been more careful."

Kensuke's eyes widened as he caught that statement. "Your first time?"

Shinji realized that he had just blurted out.

"Wait I-"

"You mean you never got into an Eva that first fight?!" Kensuke asked, shocked.

"DUDE! What the hell?!" Touji angrily said. "Weren't they supposed to have the best of the best fighting for us or somethun?!"

"You gotta tell us more!" Kensuke said excitedly, pointing the camera he had in his pocket at Shinji. "How did you even get the job to begin with if you never even seen an Eva before?"

Shinji placed a hand over the lens of the camera. "Look, I'll explain on the way. Let's head to school."

* * *

"So you got a letter from your old man and just accepted it without so much as a little 'hey dad why are you suddenly contacting me right now when we didn't even talk for years'?"

The trio hung out in the cafeteria, eating food. Shinji noticed the cafeteria seemed fuller today. It seemed like an influx of students came in, since several didn't even have the proper uniform, others were older than they were supposed to be.

"Of course not," Shinji rebuked Touji. "I didn't have much of a choice though. Kokoro was a wreck and I couldn't stay since my father controlled my finances. I was plenty suspicious about what he wanted, but how was I supposed to know I was to pilot a giant robot to fight a giant monster I had never heard of before three weeks ago."

"That's so messed up!" Kensuke said. "A military organization like NERV sends untrained civilians to fight without any training? What were they thinking?"

"My father… said that I was chosen by the Marduk Institute about a week before the Angel attack," Shinji said. "Whatever they are they apparently make the decisions about who's a pilot or not.

Shinji looked down. "Touji… I tried the best I could."

"I heard ya, your old man had a spectacular case of shit timing." Touji said. "It's a good thing you haven't told anyone about being a pilot though. I've heard some of our classmates were eager to fight whoever piloted that purple green monster."

"What? But Touji, he's a pilot! Why would they insult him?" Kensuke asked.

"A lot of these guys came from Kokoro." Touji said "Some of 'em had family and friends locked outside of the shelters during the battles. Most of 'em survived but… they ain't exactly singing your praises either."

"Outside the shelters…" Shinji said under his breath. "I'm so sorry-"

"If you say what I think you're gonna say, screw that." Touji said holding a hand up. "If your really wanna apologize, you should say it straight to her face in the hospital. The doctors said she'll be cleared for visitors tomorrow. If you wanna…"

Shinji nodded. "I promise I'll go there."

"Good. Otherwise I'd have to clobber ya." Touji said cracking a knuckle.

"Don't mind him," Kensuke winked, "deep down underneath his rocky exterior is a big ol' softie."

"Kensuke!" Touji wrapped a shoulder around Kensuke's neck, giving him a noogie. "You don't get to say such things!"

"WAH! SOMEBODY HELP ME!"

Shinji let out a tiny laugh at the sight. He hadn't laughed that much in a while, so seeing something funny was.. refreshing.

"Suzuhara!" Hikari Horaki said. "What did I tell you about disturbing the peace at lunch?"

"Yeah yeah, whatever." Touji said, letting Kensuke go. "My sister's allowing visitors tomorrow, just so you know."

"Oh that's great Touji!" Hikari noticed a stranger sitting with them. "Oh this is the new kid right?"

"Yeah he's uh…" Touji turned his head to Shinji. "What was your name again new kid?"

"Oh!" Shinji nodded. "Ikari Shinji. Pleased to meet you."

Touji nodded back, raising his arm up. "Suzuhara Touji. The geek over here is Kensuke."

"Aida Kensuke. Pleased to meet you Ikari!" Kensuke smiled.

"My name is Horaki Hikari," Hikari chimed in, bowing. "I'm the class representative so if there's anything you need to ask me about you come to me okay?"

Shinji smiled at them.

"Got it."

* * *

School ended.

The trio walked in the direction of their homes.

"Hey Ikari," Kensuke said, "me and Touji are gonna be heading out to play soldiers out in the fields. We'll see ya tomorrow… unless you wanna volunteer?"

"Just 'cause I lost a bet…" Touji grumbled underneath his breath.

A van passed by the three.

Shinji shook his head. "I can't. Misato- she's my guardian- she needs me back home for um…"

"Probably some chores you need to do." Kensuke guessed. "Oh well, see you tomorrow!"

"You better not be late for our visit to the hospital tomorrow, Ikari!" Touji waved his fist. "Or else!"

"Won't miss it!" Shinji said

He ran off, leaving the duo behind. As soon as he was sure they couldn't see, he dove into an alley. Shinji took off his backpack, webbing it to the wall as he removed his uniform piece by piece.

His costume was shredded during his encounter with the Goblin, so Shinji had to come up with something new for later. He was starting to itch from the jacket anyway.

The new costume was simpler. A short sleeved shirt, skin tight blue pants, a pair of brown gloves and a mask. The shirt had a simple design, blue with a red midsection that created a red belt at the lower end, a small spider symbol in the chest. His hands were initially burned from the encounter with the Goblin, so to protect them he wore a thick cast over them along with brown gloves. Even after his hands were healed, Shinji kept them around. It made knocking bad guys out a little faster after all.

His mask was different too. In addition to the webbing that were added to the mask, Shinji replaced the goggles from the original with a see through lens, the type where he could see out but no one could see in. This idea he got from an American special effects artist he read about named Quentin Beck when he discussed how he designed some of the suits he made for the films in the 60's. Not a particularly talented individual, Beck mostly handled B Movie shlock, but it was useful information all the same.

As he launched a web line into the air, Shinji couldn't help but grin.

"Look out world, here comes the Spider-Man!"

He swung from building, basking in the rush he was feeling. His first real night on the town. Now Shinji has had, shall we say, negative experiences with the police (an itching on his leg reminded him of that). As such, he thought it wise to stay out of sight. He stayed high, did more running between the buildings.

Tokyo-3 was different from Kokoro. Compared to the more homogenized feel of his own city, Tokyo-3 was a practice of contrasts. You have older, dilapidated buildings that have been scheduled for takedown, a remnant of an older Japan; on the other, bleeding modern technological marvels that not even Kokoro, the supposed heart of Japan, even had. The government had pushed serious finance into building the weapons and technology for NERV.

The new shone brightly… the old was left to rot.

Spider-Man payed close attention to the streets to see if anything suspicious was going on. Sure enough, the web swinger noticed a NERV van taking a wrong turn towards an alley way. Now, usually NERV vehicles were supposed to park… well… at NERV. So that detour would naturally seem a touch suspicious to some people. Probably nothing, but it wouldn't hurt to investigate.

Spider-Man jumped from one roof to the next. He crawled through the floor, not leaving a sound as he moved with precision. When he got the ledge, he raised a head to see what was down there.

As it turns out, his suspicions were true. These guys- five of them- were not wearing NERV uniforms. They had gotten out of the van and started bringing out boxes.

'_A hijacking_.' Shinji surmised. He leaned forward to listen in.

"Alright guys, remember to be careful with the stuff." said one of the goons.

"Don't you think this a little too suspicious? We don't even know who hired us." said another.

"Hey if the pay is good, the pay is good. We're supposed to drop it off here for the caller to pick up later."

"Hope it's fucking worth it, hijacking the van was a pain in the ass."

"For supposed saviors of mankind, NERV sure had crap security."

"Saviors of mankind my ass! The hell were they when Kokoro happened? Fuck 'em they deserved to rot."

So they were hired by someone to bring in cargo. Where to? Who for? Shinji would look into these questions later. Right now though-

The goons were startled by a thud.

"Hello everyone, I hope you don't mind me uh… dropping in?"

The fight began quickly. They pulled out their guns and fired, but the wall crawler was faster then them. He jumped upwards and dropped to the floor, swiftly kicking their legs so they'd fall.

"Don't let him near the cargo, shoot dammit!"

One criminal recovered quickly and pointed the gun, but Spider-Man webbed it, pulling on it so it hit on the goon behind him punching the first guy out.

Spider-Sense tingling, Shinji jumped away to avoid a swarm of bullets.

"Thought Spider-Man was just a myth. We'll you're about to be!"

Spider-Man stuck to the wall, avoiding each bullet through quick acrobatic feats.

"You've heard of me? How nice! Maybe you can tell all your friends, I'd be willing to take a pic!"

Spider-Man webbed up the goon's gun, jamming it just in time for a boot to the head. He probably needed a dentist soon after.

The remaining two evidently did not want a visit, since they tried to run. However, they were pulled back by web lines attached to their back.

"I was having a lonely day out here and what do I find?" Spider-Man said wrapping the last two thugs to the wall. "Some guys carrying party supplies! Who's the birthday boy? I'd like to join in on the fun."

"Look don't hurt us!" said one of the tied up criminals. "We were just doin' a job! We don't know shit about our client."

"Yeah he called us we don't know shit." said the other. "Wanted some equipment from NERV."

Spider-Man inspected the crates as they talked. He broke off one handle. Sure enough, what they said was true. It was components for lab materials. Shinji had seen stuff like this in Central Dogma for the MAGI systems.

"Looks like you were telling the truth." Spider-Man said out loud. "Guess that means I'll have to find my own invite. Now you're just gonna sit there while the cops show up."

Shinji noticed an odd sight. A shadowy figure stood on a rooftop. Just as quickly as Shinji blinked, he was gone.

"What was that-?"

"**FREEZE!**"

The police pointed their guns at the wall crawler.

"Ah here we go." Spider-Man rolled his eyes. "The more things change the more they stay the same as the saying goes."

"Look just put your hands and nobody gets hurt." said one of the officers ready to fire.

"Hmmm… I'm gonna have to put a no on that." Spider-Man said. "So much time, so much to do and all that. See ya!"

He jumped faster than they could get a lock on him. As he launched a web line and swung through the day, Shinji grinned at a job well done.

'Ah, too good.' He thought. 'NERV synch tests ate up a lot of time, but I'm back in business.'

As he said that, he heard the sound of thunder. The clouds had gotten darker.

"Hm… it looks it might rain later." Shinji said out loud. "Oh well, I still got time. The forecast said the rain would fall at 6:00 and it's still earlier. I'll just finish my patrol, get the groceries and be home by 7:00. Piece of cake."

Looking down, he noticed the shadowy figure running across the rooftops. Shinji narrowed his eyes.

"Now who are you?"

* * *

Today, Misato had woken up mad.

At what exactly, she wasn't sure. Maybe she just hated Fridays. Maybe she hated getting lost even after three weeks of being here. Maybe she was mad at Shinji, the kid she woke up early enough to avoid.

Or maybe… maybe she hated the goddamn paperwork she had to do.

The last Angel slashed through several buildings in it's rampage, costing a crap ton of the money that Misato had to sign some checks on. This was the part of the job she absolutely hated. Who wanted to spend hours going through the same dull papers when she could be spending time doing anything else.

Her heart belonged in the command center, leading the charge against her hated enemies. Not… this.

"Looks like somebody's being a little grumpy today!"

Misato narrowed her eyes at the voice. She turned around to meet the recipient. "Oh hey Ritsuko."

"Hey Misato. I got the test results you wanted." Ritsuko said, handing a folder over to her. "I made sure to check three times but fortunately there were no signs of mental contamination from the Eva during the fight and after it."

"Are you sure about that?" Misato raised an eyebrow in suspicion.

After the conversation she had with Shinji, she went to Ritsuko to ask if the Evangelion left some traces of mental contamination. It wasn't like he was spineless or anything, but during both fights with the Angels he seemed angrier and fiercer than she had seen of him. It could have been the threat of the situation but Misato wanted to be sure.

"Positive." Ritsuko said. "I had the MAGI do additional readings make sure."

"Right. " Misato crossed her arms. "You seem to trust the MAGI a lot considering…."

Ritusko sighed heavily. "Mother is an insane nut job who should be thrown in jail as soon as possible. However, if I can say one anything about her, is that she's stupid. The MAGI is her life's work, she worked on it to near perfection. We can trust it."

"Right right… Say Ritsu? Do you think I might have been harsh on Shinji?"

"It doesn't matter if you were." Ritsuko said. "You're his captain, he has to obey your orders. If he can't fall in line he has to be disciplined. It's a fact."

"You're right. Still…"

"If you really want to make sure he's alright, you should to talk to him. You running around and going behind his back isn't doing anyone favors."

Misato nodded. "Yeah. I'll talk to him when I get back."

"Joy." Ritsuko took out a cigarette. "Anyway Section-2 has reported that Spider-Man is in the city."

"Spider-Man…" Misato narrowed her eyes. "Now there's a real joker."

"Not a fan I take it?"

"I don't like him. He's an unknown… some masked freak running around thinking he owns the place!"

"Well he apparently had been spotted foiling a robbery of stolen NERV equipment. Section 2 is interrogating the thugs for information."

"Let me know what they say when they're done."

"I will." Ritsuko took a puff of smoke from the lit up cigar. "Anyway, I got some work to do. See you."

"Bye Ritsu!"

With that, Ritsuko left leaving Misato all by herself.

So that was that. She was gonna have to talk to Shinji when he got back. Misato hopes he hasn't run away before then. Or gotten into trouble with Spider-Man.

She's gonna give that wall crawler a peace of her mind if he did anything to Shinji.

* * *

"BAM BAM BAM!"

Kensuke yelled out as he shot at the enemy soldier. He was wrapped in an epic battle, the soldiers marching across the beaches to capture the base. An incoming foe came at him with a knife, but Kensuke bravely defending himself with his machine gun. His enemy fell to the floor, bleeding to death as he said his final words.

"Oh no… you got me… bleh." Touji said, fake coughing.

"Aw come on man, at least pretend that you give a crap." Kensuke said, pulling Touji up by his hand.

"No can do Kensuke." Touji said. "That would mean less fun for me."

"You're no fun." Kensuke pouted as he punched Touji's arm.

"Darn right."

Soon Touji felt something dropping on his shoulder. He looked up to the sky. Little droplets fell from the clouds.

"It's gonna rain soon." Touji said.

"You're right," Kensuke nodded. "Let's head back."

Packing up was easy. Kensuke was originally going to set up camp in the fields for the weekend, but with Touji coming along he had to adjust plans so they'd only be there for a few hours. The pair walked home.

It took only half an hour to get back to the city. At this time, the rain drops were getting harder. It wasn't quite a downpour yet, but neither had packed any raincoats. Touji in particular was not pleased.

"Shit, last thing I want is to come home wet." Touji said. "Told ya we should have finished sooner."

"I lost track of time! Besides you promised anyway" Kensuke said.

"I did and I regret it immensely." Touji started to shiver. "Brrr… isn't there a faster way back."

"Hmmm… I know a shortcut."

"You do? Where Ken, I wanna get home before my dad kills me!"

"Hmmmm…" Kensuke pointed to the right. "That way."

Touji looked in that direction. He immediately got angry. "Ken, are you fuckin' suicidal?! We could get attacked by some creeps or somethun if we go down that alleyway."

"Well if you don't want to get wet we're just gonna have to go that way so follow me!"

Kensuke ran into the alleyway, Touji reluctantly coming along.

It was a rather long and dark alleyway. There is no sign of care here, only the rats infesting the place, the trash that littered the floor and the dirt. The rain did not make things any better, the pair getting wet and shivering from the cold air.

Touji hated this. "Can we go faster?"

"We're going we're going!" Kensuke said, not really listening. He was trying to focus on the path ahead.

The duo continued ahead. They took careful steps, but it did nothing to calm their worries.

The sound of boxes falling alerted Touji.

"What the fuck was that?" Touji almost yelled.

"It's probably just a cat or something." Kensuke shrugged it off. "No one else goes here. Except us that is. We'll be fine."

"You're not exactly raising the vote of confidence." Touji grumbled.

They kept walking. The duo heard more noises around them, something scratching the edge but never within their line of sight.

"Maybe… maybe this wasn't such a good idea." Kensuke said, now getting worried. "L-let's hurry up."

"Go for it," Touji agreed.

They kept walking.

"Heh, hey Touji" Kensuke chuckles. " Wouldn't it be funny if we were being stalked by Spider-Man?"

"Seriously Ken? That guy's an urban legend, he's not real."

"Oh come on, we live in a world with giant robots and weird aliens, but a guy with spider powers oh no that's too much for you?"

"Whatever man, it's not like he's gonna show up right in front of us or someth-"

**WHAM!**

Suddenly the duo were knocked back. Something crashed in front of them…

The creature was utterly bizarre. It had the lithe shape of a man, but with a scaled, brownish green armored visage. It's clawed hand smashed the floor with it's strength, it's it's eyes were a blaring red with it's mouth replaced by a set of pincers. Behind it was a Scorpion's long tail that slithered in the background, it's stinger ready to strike.

The duo raised their heads up… and screamed.

"HOLY CRAP!"

"**AAAAAAAAAAAAHHHHHHHHHHHHH!**"

The Scorpion hissed at them, taking glee in their torment. It readied it's tail to stab at them…

It was suddenly thrown to the side, leaving a dent on the building it smashed in. The Scorpion raised it's hand to wipe the blood from it's mouth. It looked back to find the one who struck him.

"I've been trying to meet up with you all night, yet you stop for a bunch of strangers? Gotta say I'm pretty disappointed."

The Scorpion glared at it's opponent. The spider will die.

* * *

"HOLY SHIT, SPIDER-MAN IS REAL?!"

Shinji gritted his teeth. Touji and Kensuke were going to be caught in the crossfire if he wasn't careful.

"Crud, is my camera on? I need it on!" Kensuke yelled excitedly, trying to fumble with the camera he carried. "Spider-Man I have a ton of questions! Are you a bunch of spiders inhabiting the costume? Do you have stingers that paralyze people? ARE YOU A REFUGEE FROM AN ALIEN PLANET?!"

The Scorpion lunged at Spider-Man, sending him to the floor before Spider-Man kicked him away into the window.

"Listen I usually love talking but you should probably get to safety."

"But my questions-

Kensuke was cut off when the Scorpion dropped down from the broken window. Touji grabbed his arm and forcefully dragged him.

"Shut up Kensuke, he told us to go!" Touji yelled. Kensuke, reluctantly, moved along with him.

Spider-Man took a defensive stance. The Scorpion crouched, circling the wall crawler while his tail wiggled about. Spider-Man knew he couldn't get in too close. He wasn't sure if the tail was poisonous, but even without that being stabbed by it was probably painful. Shinji wasn't going to take that risk. The Scorpion was staring at him the whole time.

How to get through his defense…

**THWIP!**

Spider-Man shot a web the Scorpion's face. The villain, growling, cut the webbing with it's clawed hand, but it didn't matter. Spider-Man got close enough and decked it

"Not much of a talker are you?" Spider-Man said as he punched the Scorpion. "Bummer, I was looking for a partner to bounce off of my dashing quips!"

His spider sense tingling, Spider-Man moved away. A slash through the shirt was enough warning. He had barely dodged the Scorpion's stinger, his chest bleeding from the wound.

"Ngh!" Shinji grunted, holding the slashed up chest with a hand.

Soon the Scorpion… multiplied? No… things were getting blurry. Shinji was barely able to make a blob of green. He realized it almost immediately. The stinger had been poisoned, and he was succumbing to it's effects.

'_This isn't good!_' Shinji thought, '_I have to protect Touji, Kensuke… I need to use my_-'

**SPIDER-SENSE!**

He moved to the left, feeling something move past him. He moved right, feeling a similar sensation.

The Scorpion was attacking using it's the tail. Spider-Man surmised it was afraid to get too close, otherwise it would have starting punching him at least. He dodged the tail more and more, relying on his spider-sense as a radar to move out of the way of the stinger.

Shinji heard growling. The stinger strikes were getting faster and angrier. Scorpion was getting impatient. Good, it might make a mistake.

Something changed. No stinger strike.

The brief pause proved dangerous as a clawed hand scratched off Shinji's face.

"Whoah, too close!" Shinji yelled. Thankfully, the creature only got a chunk of the mask. Now that it was close…

Spider-Man punched what he assumed was Scorpion's face. He felt something break off. Perhaps he might have ripped off one of the pincers from it's mouth. Either way, he heard the creature yell furiously.

**SPIDER-SENSE!**

Shinji barely managed to trap the pincer in place with both hands. He grunted, trying to hold it in place.

"Okay… I can see you're a solo act…" Spider-Man said. "Shame, we could have taken the audience-"

He grabbed the tail.

"-for a whirl!"

The Scorpion was thrown right into a dumpster, leaving a rather large dent on it. It let out a breath, groaning in pain.

Meanwhile, Shinji clutched his head from the pain. Slowly, but surely, he could feel his dizziness disappearing. He opened his eyes and his vision was clearer now.

'_Could it be my healing factor?_' Shinji guessed. '_It would probably impact normal people harder, but my metabolism burned the poison off quickly._'

Spider-Man heard two things slamming to the ground. He looked up just in time to see the Scorpion lunging at him, tail ready to strike.

"Okay doc, let's see how you like a taste of your own medicine!" Shinji yelled.

As the Scorpion stopped to make a tail strike, Spider-Man grabbed it once more. He turned it-

"**GRRAAAAAAAGGGHHHH!**"

-and stabbed the stinger right onto the Scorpion.

"Gotta tell ya Scorpy- Do you mind if I call you that?" Spider-Man got into a fighting stance. "Anyways I've been having a rough night thanks to you so why don't you just… stay there? Sure the cops will probably have a hard time keeping you down, but NERV probably has containment cells or whatever. You okay with that? Okay good now sit."

The sound of lightning struck in the distance. Deep down, the Scorpion was panicking. It suddenly realized it wasn't going to make any head way in this fight. Spider-Man had it right where he wanted. The choice was clear. Retreat was the only option.

From the corner of it's eye, the Scorpion noticed the pair of students. They had apparently stuck around. Big mistake.

It slammed Spider-Man away with it's tail. The Scorpion jumped upwards, landing next to the dumpster. It held it with both hands, foisting the thing over itself while looking directly at Touji and Kensuke

"Hey Ken! He's staring at us!"

"Could he be… **OH NO!**"

Spider-Man got up just in time to watch the Scorpion throw the dumpster right at them. The creature looked like it was smirking as it climbed up the walls.

"Crap, HOLD ON YOU TWO!" Shinji quickly got to work.

He launched a web at the moving dumpster. Then another, and another, and several-

"AAAAHHHH!" Kensuke had closed his eyes, thinking death would come.

However… nothing happened.

He opened his eyes… it was stopped. Before Kensuke could sing any praises, Spider-Man came staggering towards them.

Shinji took off the rest of his tattered mask and let out a huge breath. He placed both hands on the wall of the dumpster. He was angry at himself, he allowed the Scorpion to get away. Now he won't know what happened. He slammed his forehead against the wall in frustration.

"Great, what am I gonna do now?" Shinji spoke out loud.

"Holy shit… you're Spider-Man?!"

Shinji's eyes widened. He turned to the duo who had shocked and bewildered expressions At that moment. on their faces.

"Umm… this is just a cosplay?"

Touji pointed at him. "If that was cosplay Second Impact was fucking homecoming prom night."

"No way! You're not only an Eva pilot but you're Spider-Man too?" Kensuke grinned excitedly, practically jumping for joy. "Is this some secret NERV experiment thing? I have to know!"

Shinji was utterly mortified. His first night out and he already blew his secret to two random people he just met.

"Look uh," Shinji said. "I promise to answer anything later, I gotta go!"

He put on the mask, launching another web line and swung away. Touji and Kensuke looked on in amazement.

"Kensuke, I don't think our lives are gonna be normal ever again."

"I know… it's like we're in an amazing fantasy!"

"Tch… Moron."

* * *

"Well this is humiliating."

Shinji found out his backpack had been stolen in between the time he swung away and now. His clothes had also evidently been used as a nest for birds, as they left their feces for him to find.

He just has the worst luck doesn't he?

With not much options left, Shinji simply sighed and swallowed his pride. He placed the mask inside of his pant's pockets while he put the uniform on over his costume. It was uncomfortable, he didn't really like it, but it would have to do.

From there, he walked the rest of the way back to the apartment. The rain poured hard, and as he reached the entrance he was already drenched.

"Achoo!" Shinji sneezed. "Please let me not be sick…"

At least his card wasn't stolen. He slid it across the door, and it opened.

"Hey Shinji you're back-" Misato noticed his state. "Oh God you're drenched!"

"Yeah I uh, went out for a walk." Shinji scratched the back of his head. "To clear my mind and all. Got a little side tracked heh heh."

Misato got up from her chair. She went over and rubbed her hand over Shinji's forehead.

"What happened to your backpack? And where are the groceries I asked for?" Misato narrowed her eyes. "Did someone hurt you?"

"I forgot to get the groceries." Shinji explained. "And um… it was stolen. The backpack I mean. I accidentally left it behind at school and it got lost."

Misato took a careful look at the boy. After a moment, she crossed her shoulders.

"You're late… I'm glad you're not hurt though. Do you feel better after your little walk? Was it worth it?"

"It was actually." Shinji said. "I had some time to think and… you were right Misato. I was acting reckless out in the battlefield when I should have been following orders. I wasn't the only one at risk there, I should have been more considerate to the people around me… if I retreated like you said we would have been able to find a way to kill it."

"… Right! That's good! Glad we managed to clear that up!" Misato said a little too quickly. "How about we get some lunch?"

Before she could head back to the kitchen, Shinji grabbed her hand.

"Wait Misato before that… can I say something?"

Misato looked at him. "Sure. What's up?"

Shinji looked down to the floor, trying to form the workds. "I'm… I'm not really used to people looking out for me… I've been alone for the past few months ever since… I just want to say thank you, Misato, for taking me in. It was very kind of you, and I'm grateful for that."

At that, Misato gave him a brilliant smile. "It's my pleasure. It's been nice having you around too roomie! Let's celebrate by digging in."

"Okay. I'll do the cooking since I don't quite trust you."

"Oh party pooper." Misato rolled her eyes. However, she smelled him. "Geez you reek! What, did you take a dive to the dumpster or something?"

Shinji blushed. "Uh… pigeons were having a field day?"

"Well you're not getting anything until you shower! Bleh!"

Shinji laughed, going to do just that. "Good to be home."

* * *

"You sure you're ready for this?"

Shinji was led by Touji and Kensuke down the hospital. Saturday was actually pretty sunny today, and it reflected in the large windows that reflected a blinding light in the hallways. Touji stopped at Room 631.

"I made a promise," Shinji said firmly. "I'm going to keep it."

"Good." Touji nodded. "Don't want you runnin' off new kid."

He opened the door. The first thing Shinji saw was a young girl lying on the bed covered in bandages. She had brown hair, brown eyes just like her brother's, and pale skin from the recovery procedure. This girl looked up and smiled at the trio.

"Hi Touji! Kensuke!" The girl frowned. "Wait who's this? Is he a new friend of yours brother?"

"Not exactly Sakura." Touji scratched the back of his head. "He's…"

Shinji stepped forward. "I'm the pilot of the Eva. I was the one who put you here."

Sakura raised an eyebrow. "He didn't beat you up did he?"

"HEY!" Touji yelled. "I totally wasn't gonna do it!"

"I deserved at least a punch." Shinji said. "I'm very sorry that you had been injured. What happened was my responsibility."

"Not gonna lie, it hurt… it hurt a lot. I don't think I'm going to be able to walk again for at least a while, if ever." Sakura then looked up at the ceiling smiling, "but I can tell you're not a bad guy. You went up on that robot and fought off those crazy monsters twice, and you saved my brother… so you can't be all bad!"

Shinji frowned. "You forgive me too easily."

Sakura looked at him. "If you're gonna beat yourself up over it, you could be a little more careful in the future. I don't think I wanna see another kid in bandages around here."

Shinji nodded. "I will."

A little later, the trio left the hospital room.

"Sakura seemed to like you Ikari." Touji crossed his arms.

"She was really nice." Shinji said.

"She sure is. Way too forgiving though." Touji poked a finger at Shinji's forehead. "Sakura's a precious angel and I'll fight anyone who takes away her happiness."

"If I had a sister like her… I'd probably do the same to be honest." Shinji said.

"Now that we're all on the same wavelength now it's time for the moment of truth!" Kensuke said. "Shinji Ikari… the amazing Spider-Man!"

Shinji placed a hand over Kensuke's mouth, "Quiet you! Do you want everyone to hear you?"

"Alright knock it off," Touji separated Shinji and Kensuke from each other. "But seriously man, how the fuck did you get those weird ass spider-powers?"

With that, Shinji sighed. "Alright… I'll explain everything."

* * *

The Scorpion crawled.

It's injuries from the fight were severe. It was a miracle that it had managed to escape the Spider. It coughed, blood spitting out from there.

No! It needed… to keep moving…

A hand caressed its head and Scorpion felt at ease.

"My Scorpion…" A growling, snarling voice spoke from the shadows."My pet. Who did this to you?"

The Scorpion looked up, it's eyes looking admiringly at it's maker. The pincers that made up it's mouth tried moving to make a noise. Any noise. It hurt to speak, but it managed to let something out.

"s…spider…"

With that the Scorpion was picked by two clawed hands. It was carried elsewhere.

"He is here then. This is indeed a setback. If he is here, then no wonder you failed to acquire the equipment I asked for."

The Scorpion was set on a metal table, coughing from the pain.

"No matter. Shinji Ikari will be dealt with soon enough. After all…"

With a final glance, the Scorpion witnessed corpses lying all around it. They were locked in gazes of fear. They were in pain when they died. As it heard the screams of more people it had taken for it's maker, the Scorpion finally closed it's eyes.

"Life finds a way."

**Notes for the Chapter:**

> If anyone has trouble picturing the outfit, it's the manga verse Spider-Man costume. Felt like a nice in between of the Homemade MCU outfit and the classic costume.
> 
> One thing I thought was strange was how in the original series Touji brought up his sister and how we're never shown her character. Based on a scene from a really cool fic called Going Another Way I decided to give that plot point a resolution of sorts here. I also gave Touji's sister her name from the Rebuild films 'cause... well, it's the only time it seemed like she was given a name so I thought it made sense.
> 
> I read all the reviews for the previous chapter (edit: the reviews are from the fanfiction.net version) and I must say, you were all absolutely right. The last chapter had filler and a lot of it was too much like canon. I can only say that I needed to keep some things the same for future plot points (Shinji fearing his dad and Touji's sister being injured) but more could have been done to keep things interesting. I hope this chapter more than made up for it. Moving forward, we will be seeing more interesting canon bendings.
> 
> Next chapter, we will delve into Rei Ayanami and how Spider-Shinji interacts with her at last in: Rei.


	18. Rei

**Summary for the Chapter:**

> Who is Rei Ayanami? Spider-Shinji will get to the bottom of this mystery and find out why she holds his father's interest!

** _Rei_ **

In the darkness, a pair of red eyes stared lifelessly through the glass.

She floats still, careful not to break concentration. The Commander was watching her. He would never allow any change in routine. She breathed bubbles formed by the orange LCL that surrounded, paying no mind to the void around her.

She can hear them. The giggling. The whispers. Mutterings of jealousy, anger and a hint of bemusement that she was allowed to roam free while they remained behind to be forgotten. To be replaced. She had known she wasn't alone in this dark place, how could she be? The darkness only concealed a truth she already accepted, drilled into her by the Commander. Despair would be the natural reaction at the thought of it, but not her.

Rei Ayanami does not despair. She had a duty.

Commander Gendo Ikari stared impassively at her body, still floating in the tank. He adjusted his glasses carefully.

"The session is over Rei. Your synch test will be in two days."

Rei looked at the Commander, and nodded.

"Yes sir."

* * *

Rei walked the street alone.

She knew the path to school, having crossed through it multiple times in months. A turn at the street corner here, go a few blocks there. She would get up early in the morning to get into the train, be arriving shortly. Any danger she would be facing would immediately be intercepted by Section 2 lying in wait.

In truth, Rei did not understand why the Commander ordered her to attend the school. He explained that it was to maintain the pretense of a normal girl, but Rei saw no point to it. She wouldn't receive knowledge textbooks she didn't already know, human contact would be detrimental to his plans, and the teacher was dreadfully boring. The most she did was look out the window to see the grass and trees outside, and even that had limited appeal.

It was an nonexistence she did not care for. Faceless crowds that blended together, the sound of leaves blowing and the wind that felt more real than people.

Nothing in the world would benefit her.

She had the Commander.

Normally nothing was usually what would come up when Rei made this turn. Stop at the lamppost and turn right. No problem. Things should be fine.

A forceful grip on her arm put a stop to that pretense.

"Hey lil lady!" A voice was heard next to her ear. "See, I need some cash right now so if you just cooperate, you get to keep your head okay?"

Rei felt the presence of a knife on her neck. This was a mugging.

It was the first time it had ever happened to Rei, too used to traveling alone. How could this have happened? There was no alteration of pattern.

"Cease your actions." Rei managed out. "There will be consequences for this."

She searched around, but found no Section 2 agents in clear view. Where were they? They should have stopped this mugger before he could even take a step.

"Listen, they're payin' me to do this. Just play along and you can keep your pretty little head on those shoulders 'kay? Put em up!"

**THWIP!**

The knife on her neck was pulled away. Rei fell to her knees as the criminal had been pulled up by someone. She looked above to see the mugger struggling to get out of the webbing.

"Jumping a teenage girl? So disappointing. Tokyo-2 needs a better class of criminal than that!"

At that, Spider-Man dropped from the lamppost. He dusted off his shirt while Rei looked at him curiously.

"Get me down from here! Fucking bitches!" the mugger yelled from his place.

"Don't mind that fine gentleman, he just needs a bit of a time out." Spider-Man said. He raised a hand towards Rei. "You alright?"

Rei took a hold of his hand and picked herself up. "You're… the Spider-Man…"

"Yup! That's me!" Spider-Man placed a hand to his chest, raising his head up. "I'm your one and only friendly neighborhood Spider-Man, adding a personal touch to your life! Nice to see someone heard of my good name."

"I have… heard of you before." Rei said. "They call you a threat."

"Let's just say my press agent hasn't done a very good job. I fired him." Spider-Man bowed. "Don't worry, I'm not gonna hurt you. "

Before Rei could say anything else, some men in suits pointed guns at the two of them.

"Freeze Spider-Man! You're under arrest!"

"Sheesh, even here I can't ever catch a break." Spider-Man muttered in a frustrated tone. "I'd love to stay and chat but I got an appointment with my neurologist that I can't be late for! Toodles!"

Spider-Man sprang into the air, leaving Rei behind. As several of the agents futilely tried to chase the web slinger, one agent came up to Rei.

"You weren't harmed by that freak were you?" the agent asked.

Rei shook her head in the negative.

"Good. We're gonna keep an eye out for him. Get to school."

The agent ran off to join the others. Rei stared at him as he went, before going back to the direction of her school.

That was the Spider-Man. She had her of him before, mentioned by several of the students and mentioned on the radio as a menace. He was supposed to be a superhero, out of the mangas.

He seemed… familiar, somehow.

* * *

Shinji Ikari had joined up with Touji and Kensuke in time for school.

For now, they sat on the tracks. The boys in their class were doing some activities like running and playing basket ball. Slightly uphill, there was a swimming pool where the girls are taking their own courses. There were some boys down hill trying to take a peek, but each and every one were caught and immediately forced to run a hundred laps.

Two days ago, Shinji told a story to his new found friends about a boy who by some stroke of luck or a twist of fate, had been bitten by a spider and received powers and abilities that matched. He told them of how that boy made a mistake that cost the life of his guardian, of how he swore that day he would use his powers for the greater good. He told them about the Spider-Man's encounters with strange and powerful villains, and how each fight made him better and better for oncoming days. He told them of how he survived Kokoro's destruction and received a letter to move here, where the boy would end up becoming the pilot of an Evangelion, the Angel Killing War Machine.

Touji had been impressed with the story, his respect for Shinji being greater than before.

Kensuke, on the other hand, had questions. A lot of them.

"Do you shoot webs from your butt?"

"No."

"Do you eat flies?"

"No."

"Is there a Spider-Woman? If you mated with one do you spit out the eggs before or after she eats you?"

"Kensuke what the hell?! No, no to all of that!"

"Aw man gimme something, you're freakin' Spider-Man!"

"Keep it down!" Shinji placed a hand over his friend's mouth. "Secret identity remember? I really don't wanna deal with **the** **entire school** knowing who I am!"

Kensuke removed the hand from his mouth. "Right right but c'mon man there's a whole load of questions one must ask about how a spider-person works! Touji help me out here!"

"He said no, so no." Touji said half heartedly. "Just give it a rest."

"But TOUUJI-!"

Shinji couldn't help but smile. He didn't tell the duo everything, of course. He left out some key parts in his story, such as the girl who's smile he once adored and the conspiracy that caused the second impact and secretly controlled the world. Maybe in time he would tell them, but for now such information would be too overwhelming.

"Dude we're in a once in a lifetime opportunity!" Kensuke almost yelled. "We're friends with a superhero! We could be like his sidekicks or something!"

"Get your head outta the clouds Kensuke, he's got super powers and we don't." Touji shrugged it off. "Besides what can we offer him?"

"Well we could be the guys in the chair!"

Shinji turned his head at that. "Guys in the chair?"

"Yeah!" Kensuke pushed his glassed up. "We hang out at the computers talking to you while you're web swinging! We'd be the Amazing Spider-Man and the Spider-Clan!"

Shinji rolled his eyes. "I'm not gonna put you guys in danger like that! Bad enough the Eva does some damage but-"

"But nothing! You're not getting rid of us that easily!" Kensuke smiled wider. "So can you stick to anything? How much does your spider-sense pick up? Seriously, can webs come out of your butt?"

Shinji was about to say no for the billionth time when he looked up. A familiar pale girl sat next to the fence above the cliff. She seemed to give no thought to her surroundings. She sat by herself, away from the rest of the girls at the pool.

"Oh her." Shinji turned to Touji, who continued. "Rei Ayanami. She's the ice queen of the school. No one knows her, the few that've tried got some harsh rejections. It's like she's some kind of alien."

"Yeah kind of a bitch…" Kensuke chimed in. Then, he got a weird look on his face. "Ah I get it! You're after those boobs!"

Shinji's eyes widened. "What?"

"Oh yeah, that chest-"

Touji came next to Kensuke.

"Ass-"

They both shoved their faces at Shinji's point of view.

"THOSE LEGS!"

"Quiet you two it's not like that!" Shinji nearly yells, just itching to bash their skulls. That it'd be irresponsible for him to do is the one keeping him from doing so. "I'm just… wondering about her…"

"Is she an Eva pilot like you?" Touji said. That would explain a lot, probably saw horrors we've never seen."

"Would explain where the bandages come from too." Kensuke said. He got a little smile. "Do you think we can ask her for nudes-"

With that, Shinji said fuck you to responsibility and punched Kensuke in the face.

* * *

"Mmmmm haaaaah! Isn't nice we're all eating together like this?"

Misato drank from her beer can as Ritsuko and Shinji dug into their food. From the taste of it Ritsuko had surmised that Shinji had made them, because the food had such a miraculous taste that made her near cry tears of joy in contrast to the usual absolute disgust and horror she'd feel from what she could only barely bring herself to call Misato's cooking out of generosity.

"I must tell you Misato that the only reason I agreed to this is because Shinji was cooking."

"Yeah yeah, Ritsuko. You got the report about the Angel's shell it left behind?"

Ritsuko pulled out a file from her bag. "Yes. Mother and I passed the data through the MAGI multiple times. Most of the test results came inconclusive but we managed to figure out even though it's made of form of matter different from humans, the actual wave pattern composition of the thing has a 99.89% of resemblance to humans. They're near identical."

"Near identical?" Shinji exclaimed bewilderedly. "No offense but I hardly see any humans that are fifty feet tall and shoot lasers from their eyes. You sure that's what you got?"

"It was, which is the most confounding thing!" Ritsuko grabbed her hair with both hands. "There's so much we don't know about the Angels and we'll never even get a chance to study because they're too busy trying to kill us all! If only there was a way we could save one for study!"

"Pretty sure we'd be stupid if we ever tried to capture one," Misato said. "They're monsters that need to die. That's all I need to know."

Shinji felt something pulling at his pants. He looked down to see Pen Pen, who held out a plate with a pleading look on his face. With a little amused smile, Shinji placed some of the food on Pen Pen's plate, and the little penguin happily hobbled over to a corner to devour that plate in an instant.

"Hey Shinji,"

The boy looked up, to see Ritsuko holding out an ID card.

"I forgot to hand over this card to Rei earlier, do you mind giving it to her tomorrow?" Ritsuko asked. "She's going to need it to get into the base since the old one had expired.."

"Uh, sure." Shinji grabbed the card from her. He stared at the picture in the card, which showed Rei with the same impasse face she had that time they were in the hallway, that time he encountered her as Spider-Man, and even the pool earlier today. He looked at Ritsuko. "Doctor, do you know anything about Ayanami?"

"Oooohhh did my little Shinji get a crush from a picture?" Misato said ever so deviously, delightfully grinning. "Do you need help with a date? I do have plenty of experience ya know!"

"M-Misato!" Shinji blushed. "It's not like that! I was just wondering what happened that she couldn't pilot the Eva the first time I was here?"

"Honestly Misato you can be so immature." Ritsuko rolled her eyes. "As for your question… there was an incident with Unit 00. It went berserk."

"Berserk? What do you mean?"

"For a frightening few minutes," Ritsuko said. "it seemed to have developed a mind of it's own. We lost connection to Ayanami and the Eva started punching at the walls. It nearly smashed us to death with it's hands. Through miraculous circumstance, we managed to eject the entry plug from the Eva, Rei was injured during the ordeal and your father went ballistic."

Ritsuko shrugged her shoulders. "Rei's not exactly normal, Shinji. She's a nice girl, when you get to know her I mean. It's just… she has a bit of trouble with things."

"What kind of things?" Shinji asked raised an eyebrow.

Ritsuko moved her eyes to the side. She seemed to struggle for an answer.

"Living I guess."

* * *

Shinji wouldn't understand what she meant until the next day.

The sounds of demolition work permeated throughout the area. The apartment complex had been right next to a construction site, which meant that the area was often busy. It made it a touch harder to land on an area where he could safely change, but Shinji managed that no problem.

No. It was the building itself that gave him pause.

Since he entered, Shinji's spider-sense had been kicking in. The place looked like it had hardly been renovated in years. It was dirty, unsanitary, with a ton of cobwebs hanging around. A single spider descended from a web line, and Shinji could only nod in mutual understanding.

'Where was the room…?" Shinji thought. 'Ah! Here it is.

Room 214.

Shinji gently moved to knock on the door. Seemed like the polite thing to do really.

"Hello? Anyone home?"

As his hand reached the frame, a squeaking noise revealed the door opened by itself.

"What the heck?" He said in a whisper. A panic erupted in him. "AYANAMI!"

Shinji did not question it. He pushed the door open and barged inside.

He was confronted with a spartan lifestyle. The room was bare, without a trace of a personal touch. Not a stack of books, a poster, nor even a TV. Instead, there were the signs of a malnourished being. Trash littered the room, everything was dirty from the ceiling, the tenets of basic hygiene practically ignored.

"Ayanami? Are you in here?" Shinji called out. "The door was open by itself!"

He searched around the place. It didn't seem like it had been ransacked by anyone at least. Was Rei careless? He didn't know. Shinji walked around the room, carefully observing the area. There was strange feeling in his chest. It was… sad?

That seemed appropriate. It was hardly as if he had much himself at Kokoro, but the room was so empty in a way that struck a chord with Shinji. Gendo had never been around for much of life, but he assumed it was because he was uniquely horrible in some way. He didn't think the Commander would put one of the pilots in a dump like this!

From the corner of his eyes Shinji spotted a little case on Ayanami's desk.

_'_ _What could that be?'_

He reached over and grabbed a hold of the thing. Carefully, the case opened.

Glasses.

'_I didn't think Ayanami would need these_.' Shinji thought. '_No, I saw her read without any. Wait… are these…_'

A flicker of memory.

_'_ _My father's glasses. She has them here. But why-?'_

"Put that back."

A sharp pang on his chest, Shinji turned around. Ayanami had evidently been in the bathroom the entire time, as she stood over him with only a towel concealing herself.

She stared at him through those passionless red eyes. Shinji realized he was staring, and yelped.

"GAH! Sorry!"

Shinji quickly placed the glasses back on the table, before turning his back away from her. He could hear steps being taken.

"I didn't mean to barge in without permission, but the door was open and… I thought there was a situation."

Ayanami did not respond. He turned his head slightly, seeing the girl clutch the glasses he had been inspecting earlier. She looked at it intensely, inspecting for any flaw.

"They are not broken…" Ayanami said. "Why did you come here?"

Shinji turned back. "Doctor Akagi forgot to give you a new card. I was asked to hand it over to you today."

He took out the card from his pocket and slipped it across the table.

"I see."

That was all she said. Without so much as a whisper, Rei took the card and made some steps backward. Shinji heard the sound of a drawer opening. No doubt she was getting changed.

He raised his eyes upward, towards the ceiling. "Nice place you got here. Personally I like to add a personal touch to my life, but everyone's different I guess."

A brief pause.

"I do not require it."

Shinji crossed his arms. "Maybe. Still, the place is hardly sanitary. Does no one show up to clean the room or something?"

Rei adjusted her shirt. "No one comes here. I was assigned to it by the Commander. I see no reason to doubt his order."

"Fair enough," The boy shrugged. He took a look at the glasses she left on the table. "I didn't know you needed those, Ayanami. I hardly see you use glasses at school."

Rei had finished dressing up. "You may turn around now."

So he did. Rei was in the usual school uniform. She had this… look in her face. Shinji was sure he was being analyzed, but what exactly were her thoughts he could only guess. His spider-sense wasn't alerting him to any danger. He had that at least.

A moment passed, and Rei simply turned to the door.

"There is a synch test at NERV today. We must head there."

Shinji nodded. "Right."

* * *

The ride to get there was awkward.

Shinji and Ayanami did not engage in much conversation. Through the subway that took them to NERV all the way to the entrance, the most that would happen was Shinji asking a question and his companion giving short answers that cut the vine of the talk off.

Shinji regarded her. There was something about her that seemed familiar… he couldn't put his finger on it. The first thought was Mayumi Yamagishi, another girl with the most crimson eyes. Considering HERZ's connections to NERV, it would not be impossible for Rei to be another angel hybrid like Mayumi. A clone without a history would be a useful tool for NERV, someone expendable. Replaceable.

Judging by her reaction to the glasses, it seemed Ayanami had a large respect for his father. It seemed he returned it, if she had his glasses kept in her room. While there is reason for his father to cultivate trust on him, that doesn't explain the shoddy room she was left with. Would it not behoove the Commander of a military organization to at least keep an incredibly important target like an Eva pilot in a **secure location**?!

As Rei swiped the card on the terminal, Shinji decided to give the talk one more go.

"Today's your synch test right? Are you scared in any way?"

Rei placed her hand on the railing, as the escalator descended the two into the depths of the NERV base.

"I am not. The Eva will accept me, and I will pilot it. There is nothing else to it."

"You sure about that?" Shinji asked. "I mean, I heard yours went berserk and nearly punched everyone to death. I wouldn't blame you if you were at least a little concerned."

"It does not matter. The Eva is functioning, and I will pilot it."

"Suit yourself." Shinji shrugged. "Even now those things still creep me out. Makes me wonder the loonies who came up with them."

A brief pause.

"Are you not the Commander's son?"

"That I am."

"Do you not have faith in your own father's work?"

Shinji grimaced. A tight grip on the railing betrayed a maelstrom, but he swallowed a lump that formed on his throat.

"I trust him to do his job. That's all I can say."

Ayanami sharply turned around. For the first time since he's seen her, Shinji saw a gleam in her eyes. Anger.

"You do not respect him."

Well now. He let out a sigh.

"Ayanami, I don't really know my father. I haven't seen him in years, even the few times we met there was hardly a conversation. As far as I know he left me for his job and never attempted to reach out in the years since. Except for one letter. One. What did it say? Come. Not an apology, no explanation, not even a freaking post card. Like I was some kind of gopher at his beck and call. As a Commander, he seems to be do an okay job at not getting us all killed. As a person… what can I say about a person I hardly know? If he wanted trust, he should have said something sooner. If he wanted faith, he should have done something to earn it. Now it's too late. **Far** too late."

Silence.

The two kept descending down the escalator. They reached the end, landing on the floor where the locker rooms are. They walked down the hall.

Shinji was just surprised he didn't get slapped. She looked ready to knock some sense into him, but she seemed to have relented. Instead, her face was introspective. Ayanami was contemplating something.

"Your father saved my life." She spoke at last.

Shinji blinked. "He did? When?"

"At the time of the previous synch test, after Unit 00 went berserk, I was injured in the entry plug. My wounds left me unable to get up, but the Commander had broken away the plug's entrance and saved me. His hands were burned in the struggle, which is why he wears the gloves he wears now. I have faith in him, Ikari. He will not fail."

The two stopped. The boy's locker room meant that Shinji had to get in as Ayanami separated. He turned his head.

"If you say so… good luck."

He shut the door behind him.

* * *

Shinji sat in the entry plug.

The synch test had gone under way. Unit 01 no longer made him feel an unhappy presence at the back of his mind, even as he recoiled from the taste of blood. His spider-sense had dulled, leaving only the faintest buzzing in his ears. The entry plug felt… warm this time. Shinji told himself not to get too used to it. The Evangelion is a beast, the product of men's hubris. He had to tread carefully, or risk disaster. Unit 00 had been proof of that.

Unit 00 was in mint condition all things considered. It's orange hue is not as gaudy in appearance as Unit 01 was, it's armored head resembling a cyclops with it's one eye. If Unit 01 resembled a demon, Unit 00 looked more like a machine. It was less human, but somehow it made it less off putting than Unit 01. The Uncanny Valley effect it seemed.

Through Unit 01's eyes, Shinji could spot Ayanami coming out of her entry plug, being greeted by his father.

The two of them were having a conversation. Gendo was smiling as he talked. Ayanami… she was smiling too. She lit up with a faint blush.

Shinji frowned at the sight.

'_He's smiling at her… she's so relaxed around him._' Shinji thought. '_I've been selected to be a pilot a long while, but he left me and raised her_.'

He knew it as irrational. Shinji accepted long ago that his father would never care about him, and given the shady dealings NERV have under the table he wasn't sure if it would have been a good thing if he had stayed. Even so, that his father showed more affection to a stranger, some girl he never knew, over him…

The blaring red alert signals shook him from his thought.

"ANGEL INCOMING. SECTOR Q1YW!"

"Shinji we're sending you out!" Misato's voice came from the comm link.

The boy nodded. "Right!"

With that, the Eva launched. As he felt the turbulence, Shinji felt a nasty set of headaches with a buzzing ringing in his ears.

'_Something's wrong!_' Shinji thought. '_Spider-Sense was never this intense during launch. What's going up there-_'

A searing pain welcomed him to darkness.

* * *

"Shinji… SHINJI!"

The boy opened his eyes. Shinji clutched his forehead as he felt a set of arms surround him.

"Oh thank God you're okay!" Misato cried out. She put a hand over his forehead to make sure he was safe. "Still warm but you're alive!"

"Ugh, what happened…?" Shinji's eyes widened. "The Angel!"

"It is currently immobile as we speak."

Doctor Naoko Akagi strode her way into the room, her four mechanical arms slithering in synch with every step. Misato and Shinji glared at her, to which Naoko could only scoff. He let go of the bag she was holding next to the two.

"The Angel released a drill burrowing it's way into the GeoFront." Naoko continued. "The MAGI have calculated that it would accomplish it's task by nightfall. I have you have a plan of Action, Captain, or else we'll be facing a problem bigger that one fallen pilot."

Misato got up from the chair. "I'm working on it, _doctor. _Shouldn't you be working at the controls?"

"Ritsuko's already handling it." Naoko said. "I came here to check up on Pilot Ikari to make sure he didn't suffer any more side effects. Shouldn't _you_ be at tactical where everyone else is?"

"I needed to see Shinji." Misato said. "A pilot down could mean the end of the world. I'm sure you know that."

"Oh yes…" Naoko sneered. "Well now I need him alone for signs of contamination. Is that clear Captain?"

A silent conflict. Misato stared down the doctor, not wanting to leave as Naoko held a grin that even a snake would be abhorrent.

"Fine." Misato turned to her ward. "Shinji I'll be back later for the operation. Make sure to rest okay?"

Shinji waved Misato off. "Bye Misato, I will!"

Misato smiled at him. She walked outside of the room, leaving Naoko and Shinji alone.

"A little bird told me you were speaking with Rei earlier." Naoko said.

Shinji narrowed his eyes. "What's your game Akagi?"

"Nothing. Nothing at all." Naoko grinned. "I hardly suggest you do that, but your misguided sentimentality will probably cloud your judgement anyway."

"I don't know what you're talking about." Shinji asked.

"Red eyes, a cruel father. Please," Naoko said, "I know exactly what you're thinking and Rei is nothing like that. She is thoroughly in your father's hands. The minute you even try she'll only end up hurting you."

"Shut up." Shinji said. He moved slightly making part of the bed sheet fall to his waist. "You don't know anything."

"I'm not sure you understand." Naoko raised a finger to her chin, scratching it. Her hand closed into a fist and placed her chin on it. "She's nothing like **her**."

In an instant, one of her mechanical arms caught a punch in midair.

"I mean what I said." Naoko barely even reacted. "If you want proof, head down to Terminal Dogma. You'll see who she really is."

A pause.

Shinji lowered his arm. "Where is it?"

"Excellent." Naoko grinned. A mechanical arm carried the bag she came with. "You'll need this."

* * *

The air vents were tight.

Was it insulting he was easily goaded into it by the doctor? Yes. Was he a gullible moron for believing her? Probably. Was this in any way a good idea? No.

Shinji was dressed in skin tight long sleeved clothes, with a mask that had two eye holes. Using his Spider-Man costume would get him in trouble… well, more trouble than he already is if the Section 2 ambush was any indication. A black suit could lend him some plausible deniability. Last thing he needed was to get shot _again_. Hopefully he wouldn't have to use a black suit much, it's not suited for him.

He silently praised the ventilation system for being wide enough to fit him. Shinji remembered the directions Akagi provided him. If it was right, it would take him to Terminal Dogma, located deep underneath the Geo Front. It was a classified location most NERV personnel, not even Misato, had access to.

At this point, Shinji's curiosity had been peaked. What was down there? What secrets had the Commander locked away from prying eyes?

Only one way to find out it seemed.

'_There!_'

Shinji noticed a light coming from the right. He crawled through it, to find a grate blocking his path.

**SLAM! **

A simple punch broke through it with ease. Shinji nonchalantly got out from the vent. He inspected the area.

The darkness of the area gave him flashbacks to the first time he had first witnessed the Eva. A sneaking suspicion that gave way to horror. Shinji tip toed across the hallway, careful not to make too much noise.

His body shivered before his brain could process it. There was a presence in the oom. Someone, or something was watching him. His spider-sense did not buzz in his ears, and yet he felt afraid. He raised his steps ever so slightly, his fear overwhelming. Whatever was here was vast and unknowable, a sun compared to his insect. Being near he, she, it, made him **afraid**.

_GET AWAY FROM ME_

_-an ocean of red-_

_HOW PATHETIC_

_-strangling-_

_I HATE YOU_

_-you're disgusting-_

_'__Please don't find me,' _Shinji thought,_ 'Please don't see me. Don't see me…'_

His hand found a doorknob. He shook it sharply, opening and pushing himself beyond the door.

Shinji let out a sigh of relief. He turned around-

and found an exact replica of Ayanami's room.

"What?" Shinji blurted out in confusion.

He inspected the room. Every detail was exactly the same as the original, down to the horrid living conditions.

"Stranger and stranger… But I'm still no closer to finding the truth!"

Shinji noticed a door to the left. Carefully, he walked over to the door and opened it. The room was also dark.

"Son of a- is Dad so cheap he can't afford the electric bill!?" Shinji said. "Where's the light switch in this place? I feel something right over… here!"

**CLICK**

"AAAAAAAAAAAHHHHHHHHHH!"

In the orange glow of the room, there was Rei.

and Rei.

and **only** Rei.

Only glass separated Shinji from a multitude of bodies with the name and face of one Rei Ayanami, all staring at him from the tank, which was filled with LCL. The blank stares of the Rei he knew felt positive compared to the giggling, goofy smiles on the myriad Ayanamis. They did not speak, only whisper vague incomprehensible mutterings, signifying nothing. They were soulless husks that made even a corpse seem alive.

Shinji could only gaze in astonishment over the horror he sees. He had his suspicions about Rei before, but…

"This can't be real… what… what is this?" Shinji muttered out. "What **is** this?"

They were laughing. Laughing at **_him_**, for daring to appear in their domain.

As crazy as the sight was, Shinji had enough sense to feel the spider-sense. He jumps into the ceiling.

"Doctor Akagi is helping her mother with some data test. We will begin the test early, Rei." Gendo said as he walked inside with a naked Rei. "Step inside."

Shinji could only stare as Rei went inside of the capsule in the center of the room. Gendo pressed buttons into a console and the capsule started filling up with LCL. The myriad Reis continued their little heartless giggles.

"Captain Katsuragi's plan has a low percentage range of success, Rei." Gendo said. "The Third Child will doubt his role. You will need to be ready for the mission."

"Yes sir." Rei said from the tube.

Shinji found himself in a crap situation. If he was in trouble before, then his father would surely kill him now. So Shinji waited.

With the capsule full, Rei floated in the LCL. Vital signs and DNA signatures were monied carefully on the computer screens. Gendo kept his eyes on Rei, as if expecting any moment she could disappear if he glanced away even for a second. A tension was brewing.

"Commander," Rei spoke. "May I ask a question?"

"Hm? Of course Rei."

"Yesterday I had been attacked by a mugger. Section 2 did not come to save me that time. When Spider-Man interfered, they came immediately."

"Ah yes. I staged it." Gendo said.

Red eyes blinked through the glass.

"Why?" She let out hesitantly.

"You have to understand," Gendo pushed his glassed up. "This so called Spider-Man is a nuisance. He has abilities that could interfere with NERV's mission to fight the Angels, Rei. He could very well be able to infiltrate NERV and we wouldn't notice."

'_Well he wasn't wrong there,_' Shinji thought, watching this unfold.

"I… I see…" Rei said. She closed her eyes.

"Very good Rei. I will place you under for the time being. Doctor Akagi will be with you shortly."

Gendo pressed a button. Rei's body started relaxing in the LCL, as Gendo turned around and left the room.

Her vision dimmed just as she saw a figure dropping from the ceiling.

* * *

"You saw it didn't you?"

Shinji could practically feel Akagi's grin even as her back stayed turned to him.

"The tank terrified me too" She said. "So much made sense afterward, but back then? I was shocked at the extent Gendo was willing to go."

Shinji narrowed his eyes. "What the fuck was that and how was Father able to get away with any of it?!"

Naoko's mechanical claws open and closed. She turned around, for once looking haggard, as if she was weary and tired of life.

"Rei Ayanami is an artificial being, the first attempt at mixing human and Angel DNA. The breakthrough with her led to SEELE pooling resources and forming HERZ to pursue further applications for genetic experiments. Some of them were to be used for the Evas, but were also tested for possible military applications in the West."

She breathed in and out.

"The Angel DNA came from Lilith, the Second Angel. You might have seen her downstairs, or felt her."

Shinji remembered the presence that sent him into a panic attack. The thought he was so close to an Angel…

"What about the human DNA?"

Naoko smiled. It was a rueful smile. "The human in the equation was Yui Ikari."

The boy fell to his knees. His eyes were close to watering.

"M-mother?" Shinji wobbled out. "No… no…!"

"Rei was a child when I met her." Naoko let out a dark chuckle. "The moment I laid eyes on her I thought I had seen a ghost. She looked so much like Yui, and Gendo so proud of her, that I had to find out the truth. I never did at the time, my affair been exposed and I was trying to save some trace of dignity. SEELE let me go and placed me back head scientist, he took me down there…"

One mechanical arm punched a wall, leaving a dent.

"I should have known Gendo would never have a place in my heart for me… all he care about is Yui. He'll hurt anyone and do anything to get his wife back, no matter the cost. Rei just another tool in his quest to do that, nothing more."

Shinji didn't say a word. The revelations are still sinking into his mind, paralyzing him.

"Katsuragi came here earlier." Naoko said. She tossed Shinji the plugsuit. "She has the plan ready so I cleared you for piloting."

She opened the door and left, leaving Shinji with his thoughts.

* * *

Shinji adjusted his plugsuit.

Misato had detailed Operation Yashima. The Fifth Angel, Ramiel, remained in the same orbit drilling into the Geo Front. Anything that got too close would be immediately wiped out by one of Ramiel's lasers. With permission from the Government, NERV managed to put together a Positronic Rifle that drew power from all over Japan and fire a shot at the Angel's core and obliterate the creature. Shinji had been chosen for the mission due to experience and the damage to Unit 01 preventing it from doing too much other than point and shoot. Rei will be backing him up with a shield in case Ramiel fired.

He stared at Rei, who sat next to her Eva. The operation won't start for another hour or two.

She was a clone of his mother… the sheer lunacy of it was hard to comprehend, He couldn't picture what his mother looked like, or how she was. The most he could remember was a gentle feeling born from a distant memory, and the trauma of it having been taken away.

It was bad enough when he knew Gendo was working for a conspiracy bent on assimilating the world. That he created life from metaphorical clay and make… her… that troubled him more than ever. Shinji didn't know how to feel about Rei. He'd be lying to himself if he didn't feel Mayumi in Rei. He wonders if it was a good idea to befriend her. Is he using Rei as a proxy for Mayumi? Was Naoko right all along?

Was she just some…?

"You won't die."

Shinji raised his eyebrows at that. "Hm?"

"You had a worried look on your face." Rei said. "You wont die."

"Oh… well thanks Ayanami." Shinji responded. He took a glance at the side. "Can I ask you something?"

"Hmhm."

"Why do you pilot the Eva?"

Rei thought abut it.

"I am bonded to it."

"Bonded?"

"Yes. My bond to people."

Rei turned to Shinji.

"Why do you fight Ikari?"

Shinji blinked. He didn't expect the question. A little sigh blew from is lips.

"My teacher, Yamashiro… he wrote something once and I stuck to it ever since. With great power there must come great responsibility. I don't want to be a pilot, not really. It's scary to be out here fighting giant monsters that tower over me and can ruin my face. But if I just stand there while an Angel is attacking? If I was the only one in the room who can fight them off? I'd feel horrible if I caused friends like Touji, Kensuke or even Misato to get hurt, much less cause the end of the human race."

"You have people you fight for." Rei said. "I have nothing."

She got up from the platform.

"I will protect you. Good bye."

* * *

Shinji regretted everything.

He had missed the first shot, causing Ramiel to start blasting him but Unit 00 had blocked it with it's shield. With the second shot obliterating the blue cube Angel's core, Shinji got out of the Eva as fast as possible and raced to Ayanami's plug.

He had no time to be careful. He grabbed the opening and ignored the pain from the heat. He can take it. He smashed the thing open and found Ayanami resting in the plug.

'_Ayanami is not a clone_,' He thought. '_She's not Mayumi or my mother or a tool. She's a girl who needs help, as much a victim of Father as I was_.'

"Ayanami! AYANAMI!" Shinji yelled. "Are you alright?!"

"Ikari…" Rei let out, barely breathing.

She raised herself upwards, staring at him. Tears were welling up in his eyes.

"Rei…" Shinji said. "What you said up there wasn't true. You have me, your fellow pilot! We'll protect each other from now on, okay?"

Rei stared at him, almost confusedly. She had never seen someone cry before… not for her sake. The moment was almost exactly like when the Commander saved her life before. It made her happy then that he would go out of her way to save her. The memory now seemed false, as the Commander was willing to let her die for his own plans. She felt more at ease with Pilot Ikari's own rescue. It was familiar…

"I am… sorry." She said. "I don't know what to do in this situation"

Shinji smiled at her. "Times like these, I smile because I'm glad to be alive. Why don't you give that a try?"

When she did, it felt like the most natural thing in the world.

She had Shinji.

**Notes for the Chapter:**

> I hope everyone's safe from the coronavirus. Quarantine can drive people nuts, so have this chapter now!
> 
> I had to think about the way I should approach this chapter, since the events from canon were hard to find plausible deviations for. Then I figured it out: do it like a mystery! We the readers already know that Rei is a clone of Yui but Shinji doesn't! With that in mind it made sense to structure the chapter into a puzzle for him to solve.
> 
> I think my favorite moment to write was Naoko and Shinji's last talk about Rei. To Naoko, she is just another tool of Gendo but Shinji is able to see her as a person and someone to help, love that sort of contrast between hero and villain.
> 
> You might have noticed I just skipped the Ramiel fight. Unlike Sachiel which demonstrated how becoming Spider-Man made SHinji better at combat, or Shamshel which needed to show events like Shinji's anger attack and Touji and Kensuke in the plug I couldn't find a way to make the Ramiel fight interesting or different. Besides, the story this time wasn't really about an Angel battle.
> 
> Spider-Man Life Story is super dope guys! One of the best I've read about him, especially the ending.
> 
> See you next time for next chapter: The Menace of MYSTERIO!


	19. The Menace of Mysterio!

**Summary for the Chapter:**

> A nice trip the arcade turns into disaster as a terrifying new menace enters the spotlight! Who is Mysterio and can Spider-Shinji defeat him before havoc breaks loose?

** _The Menace of Mysterio!_ **

Kitagawa Moya stood helplessly as his props were being taken in boxes.

"It's just not fair…" He sniffed. "This shouldn't be happening."

"I'm sorry Moya," An older man placed a hand on his shoulder. "We can't keep the shop. It was bound to happen."

The last of the boxes were placed on the truck. Kitagawa held his head down, and shook the offending hand away.

"It doesn't make it any better." Kitagawa said. "I'll just… head home then."

The older man looked at him sympathetically. "You sure you'll be alright?"

"Maybe…" Kitagawa walked away. "Bye."

The sunset's orange glow made Kitagawa's slow walk around Tokyo-3 a shameful sight. He was ignored by the unfamiliar faces that made up the crowd.

Some time later, Kitagawa sat on a bench, and stared off to the distance. Distraught, he ignored the kids that surrounded him.

"How can this be?" Tears fell from his eyes. "Is this where my life ends? Is this all I have?"

Kitagawa Moya was a man of dreams. Growing up, he had been a huge fan of the great special effects artist Quentin Beck, who revolutionized the field in the 60's and 70's, changing the movie industry forever. The boy wanted to do cutting edge special effects work just like him, so he spent countless hours and days perfecting his craft.

Moya had built wonders and devices that impressed his peers! Sure there was that one incident with the chemicals that got him suspended for a while, but that was an accident. He was on track to becoming a great special effects artist! He was so close…

But then, Second Impact.

With the disaster that came, Moya couldn't finish school. He ended up working at his father's shop, selling trinkets and collectibles. The struggles never ended, what with the finances being constant flux. Half the inventory didn't survive Second Impact, and now everything's been taken away. Again.

If only there was something he could do… anything.

As if by divine intervention, a whoosh in the air disturbed him.

Sure enough, Kitagawa looked up to see the familiar red and blue hero swinging in the air.

"Wow he's so cool!"

"No honey, he's dangerous. We need to keep away from him"

Kitagawa overheard that conversation between parent and child, and started _thinking_.

In a way, Moya considered himself lucky. He lived in a world where superheroes like Spider-Man and super villains like Doctor Octopus and the Rhino existed.

"Yes…" Kitagawa said. "I can work with this."

* * *

A few days later, Misato woke up to the smell of eggs.

Her eyes were half lidded when she opened the door. She walked outside, before spotted her precious ward in his natural habitat: the kitchen, making her some delicious food.

"Rise and shine," Shinji said. "Some of the delicious eggs you like!"

Misato could do nothing but ] smile fondly. Ever since he came here Shinji had been a blessing upon her dreary little world. No more instant ramen or nights spent alone. No, she had someone to take care of. Someone to love.

"Shinji you are a God send." Misato said, sitting down beside the table. "Thank you so much."

Shinji chuckled. "No problem, just happy to help!"

The boy watched Misato dig in with gusto. The business with Rei a few days ago had left him a touch more grateful of those around him.

Rei Ayanami. His mother's clone, his fellow pilot… but also his twin sister? Maybe? It was just bizarre to think about. What had his father been thinking, creating Rei yet treating her like an after thought? The last piece of his mother and yet Gendo was all too willing to use her to capture him. He didn't think about it in the haze of jealousy, but Shinji surmised that Rei may have something to do with the Instrumentality plan SEELE and presumably his father were involved in.

"Shinji?" Misato said with her mouth full. "Could you turn on the news for me please? Gotta check in every now and then on how the rest of the world is doing ya know!"

"Sure."

Shinji moved towards the radio and pressed the button. A slight static noise was heard before he adjusted it.

_"…in other news, the lights have finally been restored over the majority of Japan. There are public debates over wherever NERV's measures had been worth the trouble, as well as the possible downsides of it's budget that drains the life out of low income countries…"_

"Oh great, more whining about us," Misato said. "Just what I needed in the morning."

Shinji raised an eyebrow. "I dunno, taking money out of countries is kind of… shady…"

"It sucks that they're starving. It's a humanitarian crisis and lots of people are gonna need tons of help." Misato said, sipping her beer. "But if it weren't for us, they'd all be dead thanks to the Angels. There's only so much you can do in a fight for survival."

"I get it but…" Shinji frowned. "I don't like it."

Misato stared at her can, all empty. "Tell it to the Angels then."

Shinji didn't respond. He cast it aside for now, instead mentally recapping the situation as he knew it.

SEELE caused Second Impact by stabbing an Angel known as Adam (he'd have to ask Dr. Akagi about him). They created NERV to fight the rest of the Angels and HERZ to develop weapons for the Evas and potentially other corporations and governments. Lilith was kept underneath NERV HQ, with her legs having been used as the basis for various genetic experiments in Kokoro. The Angels are presumably going after Lilith(?) and the Evas themselves have some kind of connection to them.

Rei is a clone of Lilith and… his mother… and there's a tank of her in Terminal Dogma. Where do these pieces fit?

The fact that no one's been turned into anything yet means that either SEELE is waiting to do something… or something's stopping them. Was it the other Angels? Are SEELE waiting for them to die before implementing any plans?

On one hand, this gives Shinji plenty of time to figure out how to put a monkey wrench into the whole thing. He didn't know how long the Angels were going to be around and he just so happens to be strategically placed in a position where he can't die or else the world is doomed. There's something that can be done with that.

But on the other hand, that was the problem wasn't it? The Angel War could last decades as far as he knew. Would he be spending so much time at this only to miss his chance? Would he be able to fight SEELE when the time comes, given how powerful they are? He remembered the facility where he and Rai sprung out Sunako and how he needed their help to escape. Iff Tachiageru had remained loyal to SEELE and told them his secret… or if Naoko cracked and told them…

Shinji had never realized how lucky he has been so far. If he makes a wrong move, splat goes the spider.

_"…_ _The latest sightings of the Spider-Man were seen across Tokyo 3's skyline. Conversations about his potential involvement with NERV are ongoing…"_

"Oh not him again." Misato said. "Doesn't the news have anything better to do than report on that freak?"

Well that made Shinji's (figurative this time) spider-sense go off.

"You don't like Spider-Man?" Shinji asked.

"Nah," Misato sipped her beer. "Not really fan. Why you ask?"

"Well… it's a bit surprising that's all." Shinji nervously fumbled. "Why? Doesn't seem like a bad person."

Misato frowned. She placed the beer can on the table and crossed her arms in thought.

"I don't… **hate** him exactly." She said. "It's not about whether he's good or bad. Let me put it this way. Right now, NERV is in charge and battling the Angels. The civilians have to stay inside of the shelters or get killed. We need to keep things in order so as to prevent things from getting out of hand. Now, here comes some random shmuck in a mask who goes around beating people up on the sidewalk… Spider-Man can rob a bank or something worse but nobody knows who he is or how to stop him. Where's the accountability there? He's a vigilante who's doing his thing at the time where the Angels could blow up the world any day and honestly Shinji? I really don't need one more problem to add onto the pile."

"I… I guess that could be a problem." Shinji carefully put together. "But Spider-Man's not all bad. Didn't he save a train from getting destroyed?"

"That he did. He also attacked some guys who were only buying football gear." Misato tapped the table. "He's not infallible and I'm not convinced there's anything he can do the cops can't."

Shinji crossed his arms. "Could the cops take down the Rhino or Electro in Kokoro?"

"Supervillains are rare, Shinji. They probably could take 'em down if they had the chance." Misato crossed her arms. "Notice how they only showed up after Spider-Man did. That guy''s violent, and if you ask me he probably has a few screws loose to be swinging around in tight pajamas instead of, I don't know, taking up photography or something."

"Probably," Shinji smirked. "Maybe the same kind of sanity I'd need to let you cook anything."

Misato blew a raspberry. "You're so meeeeaaannnn! Whacha planning on doing?"

"I'm going to hang out with Touji and Kensuke," Shinji said. He strapped on his backpack, getting ready to go. "I'll probably be out most of the day, if it isn't a problem that is."

"Not at all! It's a weekend so no synch tests today!" Misato "Unfortunately, I have to go to work today. Stupid paperwork! Can't get too drunk or I won't be able to do it, what a bummer."

Shinji closed the door behind him. He lets out a sigh.

"Good old Ikari luck. Living with the one who thinks you're a mistake."

* * *

"It's a travesty, Touji! It's an epic disaster!"

"Kensuke, why are you so annoying today?"

"The Jet Alone was supposed to premiere today but got canceled! Have some sympathy will ya?!"

The trio walked down the streets of Tokyo-3. They didn't have school today, so the trio decided to celebrate their good fortune by going to the arcades to play games. Shinji rolled his eyes at Kensuke's whininess.

"Jet Alone? What's that?" Shinji asked.

"Some kind of military thing Kensuke mentioned." Touji said. "He's a true and blue geek for that."

"Not just any military thing!" Kensuke stepped in front of the two, annoyed. "It was a real live giant robot! Like one of the Evas! Such a product of hardware not seeing the light of day is saaaaaad!"

Both Shinji and Touji looked at each other, and scoffed.

"I guess?" Shinji shrugged. "Doctor Akagi said that the Angels have AT Fields that can only be penetrated by an Eva. Not sure if that Jet Alone had it's own countermeasures around it."

"Maybe it could have!" Kensuke wailed. "We will never know 'cause the project's been put on indefinite hold! Indefinite hold is code for **CANCELED**! It's such a tragedy!"

"Whatever Ken," Touji said. "Last thing we need is MORE giant robots in fucking around with the neighborhood. Shin-man, any other Evas comin' here?"

Shinji shook his head. "Not that I know of. They said the other units are needed elsewhere in case the Angels attack other countries."

Not that there was a chance in hell of that happening, when NERV Japan already has the perfect bait for them in their basement.

The trio kept walking, the crowds becoming slightly denser as they entered downtown.

"Hate this part of the city," Kensuke said. "Too many people!"

In that moment, Shinji felt a familiar headache coming in. He knew exactly what it meant, turning his head from side to side to look around. "Which way did you say the place was?"

"I've been there before," Touji pointed at the right. "It's around here, we're not too far-"

Suddenly, a loud static **noise** came from nowhere! Everyone around for several blocks place their hands in their ears to protect themselves but it was so _deafening_! Shinji narrowed his eyes to try to focus.

"The **FUCK** was that shit!" Touji yelled, "Some asshole's idea of a practical joke!?"

Just as quickly, the static stopped. A few people let out a sigh of relief, when A purple smoke came from a manhole cover. The lid opened to reveal a green light emanating from the hole, and slowly… a figure rose from it.

"Foolish humans, trapped in a world of hate and evil! Do not worry, for your savior has come…"

The figure emerged from the sickly green smoke, his footsteps making loud clanking noises that called attention to his every move.

"I bring you all a world of magic and wonder! Science and curiosity! Love and beauty! You shall love me in time!"

The crowed gazed at him in odd fascination. The figure had a dome over his head that revealed nothing of his face. His green jumpsuit had a lot of weird stitchings and symbols that no one understood, hidden underneath a dashing violet cape that surrounded him. He raised his arms together, showing his impressively large gauntlets. His very appearance screamed Drama.

"I am **MYSTERIO**, emissary from the mightiest fleet of the cosmos, the Iron Cross Army! We come to save your world from all the menaces of the stars!"

The crowds whispered among themselves wondering who he could be. A few months ago they would have dismissed him as a charlatan, a nuisance that disrupted traffic. But with Spider-Man, the Rhino, Doctor Octopus the other villains, and the Angels, no one was sure. They were ready to believe anything.

Touji, for his part, wasn't too impressed.

"Nice entrance, but ya missed the Con by a bajillion miles!" Touji said. "It's not even out for a few months so what the heck do ya think you're doing ya freak?"

A sensible little chuckle came from Mysterio. "Touchy little crowd we have here. Perhaps you need a demonstration… of my **ALIEN POWERS!**"

Fire burst from his gauntlets, incinerating the cars that surrounded him, Everyone panicked, and ran to get away from the alien invader.

"Those are **flamethrowers** asshole! Nothing alien about those!" Touji grabbed his friends and ran. "C'mon!"

"Guy's crazy!" Kensuke said. He turned his head towards Shinji. "Are you-"

"Already on it," Shinji broke off from Touji's grip. "You get out of here, I'll try to stop him."

"Good luck, Shin-man." Touji nodded. "Tell that bastard his outfit's made of vomit!"

Shinji smirked, nodding while running off to a nearby alley. For their part, Touji and Kensuke stopped after a block or two away from the attack.

"Man, I know I shouldn't be saying this 'cause he was, like, endangering people," Kensuke dusted off his shirt. "But did ya see how Mysterio made that entrance? The smoke, the lights and the flamethrowers he had such cool tech! Wish he was a hero."

"I just hope Shin-man beats him quickly." Touji said. "I was gonna trounce the both of ya in Street Fighter."

Meanwhile, Mysterio stopped torching the area. Instead, he let out a laugh.

"Hahaha, run away humans!" Mysterio yelled. "Are there no champions to face me? Your world will belong to the Iron Cross!"

"I don't know about that."

Mysterio turned around, to find the Web Swinger had landed next to him. Curiously, he brought a back pack with him this time.

"Bad enough we have Angels attacking us," He said, crouching as part of his stance. "but I'm not sure if humanity's dignity will survive if a guy with a fishbowl for a head managed to conquer us. Tell me did you intentionally dye your outfit a shade of vomit or does it look like that from wear and tear?"

"Spider-Man! At last you have come!" Mysterio yelled. "I, Mysterio, knew a refugee from the planet Spider would rise to defend this planet from the ones that conquered your world! You are an obstacle to our conquest, so prepare to face me you in combat!"

For a second, Spider-Man stood there. He tilted his head in confusion.

"Riiiight…" Spide-Man said. "That's some fancy backstory you gave me but… how do I put this… you're totally making that up."

He launched a web at Mysterio's helmet.

"I bet that whole alien invader story thing was a lie too." Spider-Man pulled on the web, "Let's see who's under that helmet!"

He grabbed a hold of the helmet with his hands. Shinji looked to see Mysterio's face.

Except… there was no one. The body just dropped to the floor, lying there motionless.

"Wait what?" Spider-Man looked down. "Then what am I holding?"

A little static came from the helmet. Shinji noticed a small radio to the side.

"As you can see I am no mere human you can defeat with your fists." Mysterio's voice came from the radio. "You will find yourself in a struggle for your puny mind will not comprehend!"

The radio went silent. Then, a hissing sound was heard. A gas escaped from the radio, making Spider-Man cough harshly. He dropped the helmet in his haze.

"Ugh what ***cough*** the hell?!" Spider-Man shrugged it off. "Some kind of robot?"

"An ALIEN robot, wall crawler!"

When Spider-Man heard that, he looked around to find it. He stared up and saw… Mysterio? The gaudy looking villain stared down at Spider-Man with a mocking title of the head.

"A direct confrontation with would have resulted in instant defeat!" Mysterio said proudly. appearing atop a lamppost. "So I changed the conditions with my special nerve gas designed to make you dizzy! Catch me if you dare, Spider-Man!"

He jumped from the building he was on onto another.

Spider-Man groaned. He took the helmet from the floor and placed it inside of his backpack, in case there was a need for it. Shinji needed to find a way to catch Mysterio before he wound up hurting more people 'cause power and responsibility, mustn't run away, yadda yadda yadda all that stuff.

"One thing's for sure," Shinji said to himself. "This is going to be a looonnng day. I just know it."

* * *

Misato yawned. She looked over her friend's shoulder.

"Got anything interesting for me, Ritsuko?" She said. "Today's been kind of a bore."

Ritsuko chuckled softly. "Sorry Misato. All I have are synch test results and a bunch of boring math equations that'll drive you back to sleep."

"Riveting," Misato rubbed her eyes. "Why am I here again?"

"As the Captain, you need to be here in case NERV gets attacked by Angels." Ritsuko said. "And, you have paperwork to do."

"Goddammit." Misato grumbled. She turned back to her desk. A huge stack of papers were placed upon it. The ghastly sight caused vein pop out from Misato's delicate forehead. "Always hated this part of the job."

"Well it isn't going to get done by itself. Get to it."

Misato looked back at the stack. She tried to make it go away by staring hard at it, but it didn't work. In the end she sighed, gathering up all her Captain Katsuragi concentration power and just doing her job. Misato got a pen and started signing things off.

"How's Shinji by the way?" Ritsuko asked. "Things going alright on your end?"

Misato smiled. "Yeah actually. He's been great. We've gotten along a lot better, doing great in school, even has a few friends! I think he's got something for Rei, how cute is that?"

"Eh, best 2/50. Not sure if the Commander is going to let anything happen."

"Oh right, she's the favorite. Ugh. Wish he'd pay some attention to his own son."

"He has his reasons…" Ritsuko shifted uncomfortably. "Did you and Shinji get into any more arguments?"

"Well we had a minor disagreement over Spider-Man." Misato narrowed her eyes. "Are we going to do something about him?"

"We are. We're sending Section 2 agents to arrest him."

"How come I'm not involved in that?"

"Because, **Captain**, you're needed to come up with battle strategies against the Angels. A minor vigilante is way outside of your weight class."

"Bummer. I could take him."

"I bet you could."

They shared a laugh at that. Misato stopped stretched her arms a but.

"We were supposed to see the Jet Alone today. It's been put on hold." She said while messing around with the pen. "Thank God, last thing we needed was competition. Humanity's on the brink of extinction and NERV's the best chance at survival. I bet that hunk of junk wouldn't have gotten past the AT Field."

"It would have been interesting, but I'm kind go glad it got canceled." Ritsuko stared over the synch test results. "The man who was supposed to present was someone I knew from college. He had a crush on me."

"That sounds _super_ awkward. Glad we got out of it." Misato said. "Wonder why it got put on indefinite hold."

"Probably a programming error or something. Not like it matters." Ritsuko tapped on the keyboard. Papers were being printed from a nearby machine.

"Yeah… I guess it doesn't." Misato tapped the desk with the pen. "Do you think it might be sabotage?"

Ritsuko shrugged. She took papers from the "Don't see the point. Anyway, gonna take these to Mother."

"Okay then. See ya Rits!"

As Ritsuko made her way out, Misato stared down at the paperwork. It was perfectly convenient. No competition will make it easier for NERV to do it's job. Stupid government and stupid military will finally let her do what she does best. Kill Angels. So why does she feel like something is wrong?

"Heh… I go on about accountability to Shinji but we have no problems keeping secrets like these from the public… or use criminals to fight our wars. Hypocrite."

For her part, Ritsuko took steps down the stairs. She finds her target, a large box with wires and cables connecting it to the computer screens up above. This is the MAGI.

She opened the door. Ritsuko entered, finding herself in a cramped space. Notes were everywhere, containing complex equations and promises of petty vengeance. She shook her head when she spotted a haggard presence. Four mechanical arms reached around messing with controls Ritsuko didn't know what for.

"Something you need, Ritsu?" Naoko said, typing into her screen. "I'm busy."

"Hello Mother," Ritsuko handed Naoko some papers. "The results from the latest synch tests."

Naoko took them, taking off her goggles to look at them properly. Her eyes carefully examined the papers, before placing it on the desk.

"Excellent Ritsuko. I'll input them into the MAGI soon."

And that was it. Naoko kept on typing, leaving Ritsuko hanging.

There were no words exchanged between them since Naoko had been brought back into the fold. What could be said? Mother and daughter had grown apart over the years, each absorbed in their own work… their own obsessions. They shared only one thing, and it was that which drove the wedge even further.

Ritsuko shifted uncomfortably.

"Misato talked about the Jet Alone." Ritsuko said. "I assume the indefinite hold was your doing."

"Indeed. It was quite simple." Naoko said. "When the Commander ordered me to cripple it's development, I knew a public display would be too much. Instead, a well timed untraceable virus was all that was needed to critically cripple all of the Jet Alone systems. By the time they get it running again it'll be the end of the year, and the Angels will be dead. A wasted effort, a fitting punishment for a robot made out of destructive nuclear power."

"But… Wouldn't they trace it back to you?"

"Hardly. I faked a trail to a hacker in Latveria. They won't find out until after I'm back in prison. We'll be fine."

"I see." Ritsuko chuckled. "You always were better than me in these things."

"And yet, he chose you over me."

Silence.

Ritsuko turned around and stepped outside. She took a last glance at her mother.

"I hate you."

The door closed.

"Hm. Bitch." Naoko adjusted her goggles. "Should have raised her better."

Gendo Ikari had hurt Naoko. He had hurt Ritsuko too, but all Naoko saw was another betrayal. She didn't even give her a chance, and it seems there will never be one.

* * *

Shinji had to admit, this guy was good.

Mysterio had used specialized spring boots to jump between buildings at a fast rate. Even when Shinji used web zipping to get across Mysterio managed to stay ahead.

"Giving up are you? You might as well, given your feeble powers are no match for my own!"

'_This is getting annoying._' Shinji thought. He let out a groan. "Says the guy with a fishbowl for a head."

"Why you-" Mysterio barked. "You should be glad you are not seeing my true face! My people wear them because your eyes would not comprehend the horror that is underneath!"

The caped invader hopped from the building he perched from towards the below. Spider-Man soon followed suit.

A couple were holding hands as the woman pointed at a mannequin wearing a dress she liked. They heard something crash behind them and could only look on in horror as both costumed strangers landed onto the streets.

"Getting tired Mysterio?" Spider-Man said. "If you just put down the fishbowl I promise I'll only web you up just a little bit."

The area was different from other places Shinji had seen. It was way more high end, with fancier shops and restaurants present. It also meant a larger crowd was there to witness the two.

'_I have to finish this quick, or who knows what he'll do?_' Shinji thought.

"Ladies and gentlemen," Mysterio's voice reached over the masses that had gathered around the two. "**WITNESS** the triumphant power of **MYSTERIO** against the terrifying, the deadly, the **AMAZING SPIDER-MAN!**"

The crowds started murmuring among themselves. Some even grabbed cameras to take pictures of the event.

"Hey uh, I didn't agree to this! Just get over here and fight!" Spider-Man yelled.

He flung his fist, but Mysterio aptly dodged it. Spider-Man kept trying to hit him, but Mysterio was surprisingly agile and able to avoid attacks.

"Such a primitive life form!" Mysterio said. "Look at you, dancing to my tune like a marionette or an actor following directions!"

Over the crowd, a couple of strangers stared in amazement.

"Wow a real superhero battle!" One said. "Never seen one of those before!"

"It's dangerous." Another said. Where's the police when you need 'em?"

"Shut up guys, the show's still going!"

Spider-Man quickly grew annoyed. Mysterio dared not to get close, playing keep away and prolonging the fight. Shinji wondered if it was a coincidence they were having their fight in the middle of a place where crowds would form.

"Okay times up!" Spider-Man launched a web at the villain. "I'm not letting this crappy B-Movie go on!"

"Hahahaha!" Mysterio laughed, even as the web landed on his arm. "I cannot stop now! Not when I release my MAGIC!"

A click, and purple smoke erupted from his arm. This time, the smoke spread fast and covered everything close by.

Spider-Man couldn't see very well. He pulled on the web line he had caught Mysterio with, but it had been caught off. He stopped to catch his breath over the thick fog, wandering in the weird maze.

"Magic huh?" Spider-Man said. "I thought you were an alien?"

"Fool! Magic is a universal science!" A booming voice came from within the fog. "We of the Iron Cross Army can use it however we please!"

"Right, right," Spider-Man narrowed his eyes. "Hope your Iron Cross buddies appreciate some fruit punch!"

Spider-Man hit something alright. He couldn't see clearly in the crowd. Suddenly he felt his vision getting blurrier. He saw shapes in the haze. Masks shaped like birds. Laser whips. Mechanical arms.

'_Enemies!_' Shinji thought. '_Enemies everywhere! I have to stop them!_'

Suddenly Spider-Man was struck in the back. And the front, and the stomach, and Shinji noticed he was being attacked on all sides!

"They're everywhere- **OW**!" Shinji was interrupted by a punch to the jaw. "Everywhere! I have to stop all of them!"

He kept at it. Spider-Man was surrounded. He needed to beat them all! The Goblin, the Vulture the Shocker, Doctor Octopus, the Angels! They will hurt his friends, they will hurt **him**! He had to protect everyone! He had to save everyone!

"Now you see, puny spider!" Mysterio's voice was heard through the savage beatings going on. "There is NO escape from my maze of illusions!"

Shinji punched and punched. He felt things fall quickly with each hit… too quickly! The shapes were passing through him. His senses slowly started snapping into attention.

He had quickly deduced there was no way that the punches could only be coming from Mysterio. They were too quick and too many in a row to be just him. Whatever is going on in the fog was tricking his senses. A sickening feeling came over him, as he wondered what he had been hitting.

"Need to… get out!"

He launched a web up into the air. Shinji pulled hard on it, trying to ignore the pains over his body. In the end Spider-Man saw the fog disappear from his vision as he climbed onto the lamppost.

The boy himself breathe. In and out, Shinji felt his pain disappear. The benefits of a healing factor he supposed.

"Where the hell is he… wait…"

He stared down in horror. The violet smoke could only do so much to cover up the borderline gang fight that erupted between civilians. Screams of rage and agony were heard over beatings and panic.

"Monsters… ALIEN MONSTERS!"

"GET OFF OF ME!"

"Please don't hurt my children! Take me!"

"Fuck off you damn demons!"

"The Angels… they're killing us!"

All throughout were the paranoid ramblings of men and women lost in the haze. They were all seeing things… just as Shinji had in the moment.

"My God…" Spider-Man softly whispered. "What have you done Mysterio?!"

He inspected the area. It pained him to see these people tearing each other apart like animals. Only the worst scum would do something like this.

Sure enough, Shinji spotted a familiar dome head crawling through a manhole.

"You're not getting away!"

Spider-Man threw himself into the action. He swung right on top of the manhole.

"Freeze freak!"

Clicking sounds disrupted Shinji's attention. A bunch of men in business suits were wielding guns right at him. These were Section 2 agents.

"Listen officers, I get your jobs involve shooting me," Spider-Man pointed at the manhole. "But there's a guy getting away and maybe you could hel-"

His Spider-Sense kicked in fast enough for Shinji to dodge the gunfire.

"Okay never mind!" Spider-Men yelled out as he swung away. "You can deal with that on your own then!"

The Section 2 Agents called in back up. Or something. Shinji didn't pay attention to that, only wanting to get as far away from this mess as possible.

* * *

Rei Ayanami sat on a bench, alone.

For some reason, she did not feel like being in the apartment today. A split second decision later, and she left without a thought towards what she would do once she was out. Rei had figured she would find out later.

She did not.

The most accomplished was walking around aimlessly across a impressively large city and finding nothing of value. There was only a bad smell and rotten people, with the occasional odd sighting of graffiti that foretold the apocalypse or so she had been told. She didn't know anyone, so she felt out of place.

So when Rei found the park, she simply sat on one of the benches instead of continuing further.

At least this place had some sort of tranquility to it. A run down park occupied the space, with broken playground equipment covered in moss. There was hardly a noise in the area, even the crowds were only but a mere distant memory to her ears.

It was a little boring admittedly, but she thought it was nice.

Of course, good things don't last forever. The sound of leaves rustling interrupted her thoughts, so Rei looked up to find out the source of her error.

"… Spider-Man?"

A familiar shape of red and blue looked down. He almost fell from the tree, so he must have been pretty shocked.

"Aya- erm, I mean," he started, "you're that girl from the other day! You haven't gotten mugged since then right?"

Rei shook her head.

"Oh good… don't mind me. Just hanging. In the trees. Invisible. Like a niiinjaaaaa…"

She noticed his comedy continued to be a barren wasteland of death.

"Why are you over here?" She asked.

"Ah well you see… uh…" The wall crawler scratched his chin. "Thing is earlier I fought a bad guy. I kinda underestimated him. He's gassed a ton of people, including me, and got away. I don't know where to find him. Also Section 2 wants to fill holes in my body. Not a fan of that if I say so myself."

Rei blinked. "I see."

"… You're not gonna try to turn me in are you?"

"No."

"Really? I mean, that's great but- why not?"

"I do not see the point."

"Huh. Makes about as much sense as any." Spider-Man sighed. "Just wish I knew what to do. Maybe I really only ever cause problems…"

Rei looked down to the ground. Shinji wondered what she could be thinking. Her eyes widened, and she returned to gaze at him.

"I am a pilot."

"Oh… you are?"

"Yes. I pilot an Eva. I do it because it is my bond to other people. I am supported by others in the task. Another pilot by the name of Ikari Shinji, Captain Katsuragi, Doctor Akagi, the Commander-"

"I get the picture. Where are you going with this?"

Rei furrowed her eyebrows. She was annoyed at the interruption.

"I do not work alone. I am one of many, and having many helps. You may need a similar consul."

"… you know? That makes a lot of sense." Spider-Man got up. "Thanks Ayanami. I think I know who to turn to."

Rei watched as the mysterious Spider-Man launched a web line and swung from the tree. She was glad to have helped him somehow.

She blinked once again.

He had called her by her name. A name she had not given.

Interesting…

* * *

Mysterio punched the hatch open.

The room was filled with boxes. This was where they moved most of his things after they closed his shop down. It was difficult breaking in here to get supplies, but not that hard once he punched out that guard.

"It wasn't supposed to happen like this!"

Moya Kitagawa removed the helmet from his head. He placed it on the desk while rubbing his forehead.

"I was supposed to run circles around that wall crawler," he said. "Get a decent fight, show boat for the audience, profit! But noooooo I had to fucking screw it up."

He took off his cape, tossing it away to the floor. Canisters spilled out of it.

"Just FUCKING Great!" Moya yelled. "I had it all figured out! I made plans! But now I might be wanted for terrorism!"

He kicked a box away from him, sending rats into a frenzy.

I fucked up!" Moya said, stepping forward. "I was stupid yes, I messed up super badly but I can make this work!"

He knew how dangerous the chemicals were. It was an experimental brand that was supposed to help create illusions to an audience without a need for more physical work. Instead, the chemicals attacked the neurotransmitters and forced people to witness the most terrible things the mind made of! In hindsight, using such dangerous materials was what ultimately doomed him.

"It was just part of a performance! It wasn't real! They could shake it off!"

Could they? Could they really? Moya wasn't so sure. He tried to get it out of his mind.

He picked up a table.

"I DIDN'T DO ANYTHING!"

He threw it into a pile of boxes. The table broke, and the boxes fell on top of each other.

Moya looked around and laughed.

"Heh heh, all my life I've been denied everything! No more! I'll spread magic and wonder! No prison can hold the power of the mind! **NO ONE WILL!** I **WILL** make this right!"

**THWIP!**

His mouth shut by a string of webbing. Kitagawa tried yelling but came out muffled thanks to it.

"Hate to interrupt your little mental breakdown." Spider-Man said. He raised his fists. "But how about we just skip straight to the surrendering part okay?"

* * *

_Spider-Man placed the helmet on the table._

_"So that's the situation." Spider-Man said. "Crazy guy with light shows and tricks got away and I don't know where he is. I got this helmet during the attack. Do you think you can help?"_

_Kensuke grinned. "Are you kidding? This was the moment I was born for!"_

_He quickly got to work. He plugged in several cables into he helmet and connected it to the laptop he possessed._

_Shinji and Touji watched Kensuke type away at the computer screen. Both of them sweat dropped at the sight._

_"_ _How…" Shinji turned towards his friend. "how long did he have this planned out?"_

_"Don't ask questions you don't wanna know the answers to." Touji shook his head. "Once he gets an obsession he'll stick to it."_

_"I can hear you two!" Kensuke shouted. "The world may mock Kensuke Aida, but soon they will learn the awesome might of… um… I'll work on that."_

_A ping was heard._

_"There we go!" Kensuke pointed at the screen. "I traced the tech to an address in the Shopping District."_

_Touji narrowed his eyes. "Hey wait… I know that place! It's a warehouse Dad passes by when he goes to work."_

_"Did he say anything about it?" Shinji asked._

_Touji placed a palm over his chin. "Hmrrr, thinking… right! He said somethin' about a shop closing down a week ago and some dudes took their shit. I think it was props or somethin'."_

_"Props?" Shinji put the mask back on. "Sounds like Mysterio alright. I'm gonna check it!"_

* * *

'_Guess having guys in the chair isn't such a bad idea after all._' Shinji thought. '_Time to take care of business!_'

Moya had ripped out the webbing from his mouth. "You won't ruin me again Spider-Man!"

"Me? Ruin you?" Spider-Man said. "I think you did that yourself."

Mysterio flared up the flamethrowers to attack Spider-Man. The hero dodged the ensuing fire, which caused several boxes to start burning.

"If you just went along with my movie **NONE OF THIS WOULD HAVE HAPPENED!**" Moya roared over the flames. "Where do you get off thinking you're the good guy?!"

"I dunno let me think." Spider-Man said. "I'd say I'm the good guy since I haven't attacked people with flamethrowers."

The hero landed next to Mysterio. He threw a punch at his foe, but Mysterio blocked the attack with his arm. The gauntlet exploded, knocking both back.

"Geez, that's, uh, explodier than I thought it would be." Spider-Man picked himself up. "You wanna quit now?"

"My… my arm…" Moya stared down his opponent. "You **FREAK**!"

Spider-Man launched webs at Mysterio, keeping him attached to the floor. He could only stared at him in sadness.

"Why?" Shinji asked. "Why did you did you do any of this? You were an annoying pain in the ass the whole time, but that suit? It takes a genius to build something like that. Why be a supervillain at all??"

Moya struggled in the web. After a minute or two, he stopped. The man looked at the hero standing over him, tears running down his eyes.

"i… I didn't want to hurt anybody." Moya said. "Look, all my life I wanted to be a special effects artist okay? I went to school, I almost had it but then Second Impact took everything so I had to run my father's shop. I tried to be satisfied with it but... I wanted attention. Publicity. I thought I could make money out of fighting you and maybe I could achieve my dreams. Maybe make a movie about you and me fighting? I don't fucking know, none of this makes any sense. But it's gone now, isn't it? My life is over, and… it's all my fault…"

Not a word came right away. Painful sobs were heard as the two stared each other down. Moya breaking into bitter, painful tears the whole encounter.

Then, Spider-Man took a step forward.

"I'm sorry about what happened to you." Shinji said. "No really, I am. If all my dreams were crushed I'd probably snap too. But you did wrong, and a whole bunch of people got hurt hurt in the process. Also wanna say that it's maybe not a good idea to play space invader when humanity's under attacked by Angels every other day. You could use your arsenal could in other, better ways. Maybe for construction or something I don't know. Why not make money that way? That seems like a better use for your talents."

He ripped the webbing off of Moya.

"Come on," Shinji raised his hand towards him. "Let's repent."

Moya looked at the hand. He hesitated, just a little bit, when he raised his own hand in return.

They shook on it, together.

* * *

"Alls well it ends well, huh Touji? Mysterio's in prison, Spider-Man avoided getting caught. He sure outdid himself this time!"

Kensuke and Touji sat together in a campfire. They had been here a few weeks ago, playing military soldiers in the fields. Shinji said he would be late, so they were merely waiting for him to arrive.

"I'm just glad that asshole's not on the streets." Touji said, munching on a marshmallow from a stick. "He and his vomit crusted costume can rot for all I care."

"Touji! Don't eat with your mouth full!"

Oh right. They had brought Hikari over for this trip as well. It was Touji's idea (_"I just wanted to be around someone who wasn't stupid!" he said with particular insistence_).

"Right um," Touji swallowed his food, the blush he had covered by the orange glow of the fire. "Sorry."

"Heh, thanks for inviting me you guys." Hikari smiled. "Where's Shinji though?"

"Shinji said he wanted to invite someone over." Kensuke said. "Didn't say who though."

As if he spoke of the Devil, the three heard footsteps across from them. Kensuke turned around to see them.

"Hey Shinji we were just talking about- huh?"

Rei took a seat on one of the logs. Shinji sat next to her, smiling at the group.

"Sorry everyone," Shinji said. "I wanted to bring Ayanami along since she hasn't been out all that much."

Everyone blinked at the sight of the two. While Touji and Kensuke were weirded out by it, Hikari smiled and took it in stride.

"Of course Shinji!" Hikari said. "We always have room for more!"

Rei nodded. "Thank you."

There was a faint feeling forming inside of her. Rei didn't know what it was, but… it felt good, compared to the strange feeling she had when she was alone in the city earlier today.

That was how the night went on, with the group of teenagers sharing stories and laughing. Ayanami, for her part, kept quiet and spoke little. She may have enjoyed the company all the same.

Shinji thought about his time in Tokyo-3. A few months ago, he thought he had face everything alone. He didn't want to let anyone down, after Inumaru and Mayumi. However, becoming a pilot and making friends… that made him realize he didn't need to be alone.

It didn't matter if his father had abandoned him. Or that he had to work with Naoko Akagi. Or that SEELE was in control over the world. Or even if Misato thought Spider-Man was a mistake.

What mattered were his choices, and what he could do in the here and now.

**Notes for the Chapter:**

> Thus we end of what I like to call the Tokyo-3 Arrival arc!
> 
> The chapter ended up changing course multiple times over the writing process. This is probably the first chapter I've written where the actual written work turned out to be a different beast from the outline. The chapter was originally meant to be more comedic in tone, with a more asshole-ish Mysterio (ala the comics or Far From Home) and humiliating moments for Spider-Man. Instead this is what we got. Such things are normal I suppose, hope you enjoyed it.
> 
> Haha, "nodding in the negative" from the last chapter got a lot of flack huh? Yeah that was a weird goof. I removed it. Silly me! Also, might as well say it now that if you see Omakes* written by "Johnny Freeman" it's not me writing it but a friend that I asked to do as a favor. Hope you like what he does as much as you like mine!
> 
> *Does not apply to AO3.
> 
> Next chapter, Asuka arrives! But what this? Someone else is coming? Time to find out in "Mind, Matching, Moment".


	20. Asuka's Week in Hell

**Summary for the Chapter:**

> New pilots in town! Asuka Langely Soryuu and Kaworu Nagisa arrive on Toyko-3, only to be confronted with a tough crowd. How does Spider-Shinji figure into this plot?

** _Asuka's Week in Hell_ **

"You alright there, Asuka?"

As the battleship pulled a red and yellow Evangelion from the ocean, a red haired teenage girl breathed out a sigh of relief. Her Unit 02 only suffered minimal damage from the fight against Gaghiel.

"I'm fine Misato." Asuka said. "We killed the Angel."

"That you did!" Misato chuckled from the comm link. "Too bad Kaji wasn't here to see this. Rotten coward, just leaving like that."

A few months ago, Asuka might have been disappointed. Probably angry too. Now, she only had the energy to smile ruefully.

"Whatever." Asuka shook her head. "Let him run. His loss."

Misato looked at her strangely. Asuka sensed that she had some questions, but thankfully didn't push the subject.

"We'll pick you up in a few minutes." Misato said. "Wait there with your boyfriend."

The comm link cut off after that. Asuka looked to her side.

"Boyfriend… She's so immature." She said. "Shame I had to share my first battle with you but… thanks for the help."

A grey haired albino boy smiled.

"No problem Asuka." Kaworu said. "I'll always be there."

* * *

"You saying there's two pilots coming?"

Shinji, Touji and Kensuke were walking. They agreed to make another attempt to go to the arcades today. So far no emergencies or super villains had interrupted them. Shinji hoped they could keep it that way.

"Yeah," Shinji said. "Misato had gone yesterday to make sure Unit 02 would arrive on schedule. She was going to bring me with her, but with two pilots on the carrier already so she decided it wouldn't be worth it. Someone had to protect Tokyo-3."

"Carrier?!" Kensuke yelled. "Oh man, I wish she brought us with her! Just imagine being on a military battle ship and those jets…"

"Probably woulda been trouble." Touji scratched his head. "So this Misato's like your guardian right? Is she hot?"

Shinji rolled his eyes. "Yes, she is my guardian… not going to answer that other part."

Touji pushed the door open. They were greeted with the sight of a scant few people pushing buttons on a couple of blaring screens, loud music overpowering any noise in the vicinity.

"Slow day today. Good. I hate waiting in line." Touji turned to Shinji. "You know anything about those pilots, Ikari?"

"Not much." Shinji shrugged. "I heard that the pilots fought an Angel in the ocean, so they must be good."

"They KILLED an Angel en route?!" Kensuke nearly yelled. "Now I gotta meet them, they probably know some super secret special moves in their Evas!"

"Whatever special moves they have, they won't save you from the game." Touji grinned. "Finally I can kick your sorry asses."

Touji led them across several machines. He turned left.

"Alright time for Street Fi- hey wait!"

Two strangers were in front of the Street Fighter II machine. A red haired girl in a yellow sundress was mashing buttons intensely while a grey haired albino boy in a black shirt and cargo pants stood there and watched.

"Just a few moments more… please no… yes yes YES!" Asuka threw her hands in the air. "I won!"

"That you did." The boy smiled. "No one can beat you."

"I think I might be the one to do that." Touji said. "Hey, wanna lose?"

"Tch," Asuka grinned. "Like someone like you is gonna beat me. Get over here."

Touji got into position next to Asuka. They stared at the screen ready for the fight.

"Touji's a real beast in Street Fighter II," Kensuke whispered in Shinji's ear. "He always wins… took so much of yen trying to beat him."

Not saying anything, Shinji watched the pair duke it out. Touji was using Zangief and Asuka played as Chun Li. It seemed to be an even fight, or as much as Shinji understood. He didn't play many games as a kid. Or really any at all.

"I don't believe we've introduced ourselves to each other." Kaworu raised his hand."My name is Kaworu Nagisa. My friend over here is Asuka. Pleased to meet you."

Shinji hesitated, though he wasn't sure why. His spider-sense wasn't detecting any danger and the boy in front of him didn't seem to be malicious or anything. There was just something… off about Nagisa.

Perhaps it was the eyes. Red ruby eyes. Like Ayanami.

<strike>Like Mayumi.</strike>

"Is there something wrong?"

Shinji blinked. Kaworu had been staring at him in concern.

"Sorry." He raised a hand to shake Kaworu's own. "Pleased to meet you as well, Nagisa."

As they shook hands, Touji yelled interrupted the two of them. Shinji turned to see Touji clutching his head in frustration.

"DAMMIT!" He yelled. "You were just lucky, Red! Lucky!"

"Awww is baby acting like a sore loser?" Asuka mocked, laughing at his misfortune. "That's what you get for trying to beat the best."

The jock growled at her mocking. As much as he hated to admit it, she had won fair and square. But there was one who can defeat this evil flame queen.

"Shin-man!" Touji turned to Shinji. "Avenge me! Beat her ass at this game!"

Shinji raised an eyebrow, feeling awkward for being called out.

"What him?" Asuka snorted. "A boring boy like you doesn't stand a chance."

"Oh, them fighting words Shinji!" Kensuke grinned. "You gonna let her insult you?"

Shinji was hesitant. "I don't think so. I never played any video games growing up."

"C'mon man!" Touji grabbed Shinj by the shoulders. He learned in to whisper in his friend's ear. "Don't your spider-powers give you awesome reflexes or something?"

"They do but not for this!"

"Just do this for me! Please!"

Shinji sighed. "Okay fine. I'll do it."

"There ya go!" Touji slapped his shoulder. "Kick her ass!"

They got into position. Asuka selected Chun Li again. After going back and forth, Shinji selected Ken.

"I hope you're ready to lose." Asuka said. "I'll be such a shame when you start crying over me beating you."

Both fighters got to work quickly. Asuka, being more familiar with the game, had Shinji on the defensive. Only his quick actions allowed him to dodge her attacks for very long. Without knowledge of the game, he pressed every button on the cabinet to see if anything stuck.

If he was normal Asuka would beat him in an second.

"WHAT THE HELL?! I LOST?!"

How fortunate then that he had the advantage of not being normal.

Touji and Kensuke cheered on their friend. Shinji smiled at them as Asuka kicked the cabinet in frustration.

"You've avenged me, brother." Touji rubbed Shinji's hair. "I owe you my life."

Shinji narrowed his eyes slightly. "Don't be so dramatic."

"For someone who's never played a game before, you sure know how to beat my ass in it!" Asuka yelled. "It's impossible!"

The group could only laugh at Asuka's little outburst there. Her eyes twitched in anger. How dare they…

Kaworu seemed to have picked up on his partner's growing mood. As such, he tried to defuse the situation.

"This game looks fun." Kaworu said. "Mind if I try it?"

Asuka looked at Kaworu. "Oh no, don't tell me you're gonna beat me at this too?!"

"It's not about beating you. I just wanted to try it out."

Shinji shrugged. "Sure."

The boy stared at Shinji as they took positions. Shinji decided not to take a risk, so he stuck with Ken. Kaworu went through the selection of characters on display. After a minute, he chose Vega.

Kaworu glanced at Shinji. He had a soft smile on his face.

"Good luck."

The fight turned out to be harder than Asuka's. Nagisa clearly had more experience with the game than his opponent did. He utilized a variety of combos and moves at just the right times, leaving Shinji no room to breathe. No matter what he tried, Shinji would find himself overwhelmed by Kaworu's devastating moves.

Shinji just wasn't fast enough. At a scant forty seconds, Vega stood victorious over the defeated Ken.

"Good game, Ikari." Kaworu bowed. "We were evenly matched."

"Why you… Hrmph," Asuka stepped out. "We're leaving Kaworu. Come!"

The red head stomped away from the group, but Kaworu didn't seem to mind. He just chuckled.

"There she goes." Kaworu said. "Please forgive her. We just moved here and our luggage haven't arrived at our places.

He turned his back on the group and made his own steps to leave. However, just before he disappeared from view, Kaworu glanced back at them.

"It was nice to meet you, Shinji Ikari. Perhaps destiny will allow us to meet again."

Shinji had a slight blush on his cheeks. "Yeah… maybe…"

* * *

By the afternoon, the trio had left the arcades.

Touji had been grinning like a ghoul, having beaten both Shinji and Kensuke in his own matches with them.

"Ha! You two are LOSERS!" Touji said. "The king of Street Fighter strikes again!"

Kensuke rolled his eyes. "Didn't you get overthrown just a few hours ago?"

"FUCK… I did. " Touji gripped jacket hard. "I gotta keep practicing… one of those days I'm gonna get back at her!"

Shinji and Kensuke for their part just shrugged.

"Hey Ikari, you think Nagisa's a bit odd?" Kensuke asked. "He was kinda focused on you."

"Huh?" Shinji said. "I didn't really notice."

"I'd say it was the piloting, but he didn't even bring it up." Touji said. "Just hope neither of them are in our class. Would be super annoying."

The boys hurried their pace some more. Day was giving way to night, framing the trio under an orange glow.

"I'm gonna split from here guys," Touji said. "I need to check up on my sister in the hospital. See ya later!"

Touji ran off, Kensuke turned to Shinji. "I'm gonna take off too, if you don't mind."

Shinji nodded. "Don't worry. We'll talk more tomorrow."

The boy watched Kensuke take off. Shinji himself walked back to his apartment. Swinging around was fun, but getting shot by Section 2 officers is the last thing on his mind and if Misato saw any bullet holes she'd freak out. Definitely something to avoid.

Unfortunately destiny is unavoidable, as Shinji would find out soon.

He opened the door to his home, curiously quiet as he came in.

"Hello? Misato I'm back home!" Shinji called out. "You're not making dinner are you? Please, let me handle that!"

Food poisoning is not good for a teenage boy's appetite, that's for certain. Without a fuss or a voice heard Shinji instead walked to his room.

His room… where a bunch of boxes were stacked together blocking his way.

"Who placed these boxes in here!?" Shinji asked no one in particular. "Misato what's going on?"

"No way… YOU'RE THE THIRD CHILD!?"

Shinji recognized that voice as soon as he heard it. He turned around to see the red haired girl from before- Asuka if he remembered- pointing at him.

"What the-" Shinji pointed at her. "How did you get in here?!"

"Oh hey you met," Misato walked in from the kitchen. "Shinji, this is Asuka Langely Soryuu. She's Unit 02's pilot, and will be living with us for the time being."

Asuka and Shinji stared at her in shock and horror.

"Are you crazy Misato?!" Asuka shrieked. "I can't be living with some boy! It's immoral and disgusting!"

"Why does she get my room?" Shinji asked. "Hey wait, what about Nagisa? Where's he living?"

"You met him too? Saves us some trouble." Misato drank a bit from her beer. "He's gonna be living in the Geo Front per his request. I tried to get him to move somewhere else but I was overruled."

"Enough about him!" Asuka stomped back to her room. "Just stay out of my way Third Child. Soon the superior model will take over your spot!"

She slammed the blinds shut. Shinji turned to Misato.

"Seriously, you let her have my room?"

"Nowhere else to put her stuff. I made sure to move your stuff into your lovely suite! Anyway can you make us dinner? I'm starving!"

Misato walked back to the kitchen without a care in the world. Meanwhile, Shinji let out a sigh.

"Something tells me trouble is brewing."

* * *

"We will interrupt today's lecture to introduce to you a new pair of students."

Shinji turned his head at that. He felt some relief that another repeat of Post-Second Impact history had been interrupted. At least, before he saw who was entering the classroom. They stood in front of the class.

"I'm Asuka Langely Soryuu." She said, flipping her hair as she smiled. "I'm the Pilot of Evangelion Unit 02. Pleased to meet ya!"

Touji's bulged. He flew up from his chair and pointed at the offending sight. "Wh-wh-wh-whaaAAAAT?!"

The other student bowed. "I'm Kaworu Nagisa. I hope I am not a bother."

The very presence caused all the students to murmur among themselves. However, Asuka had noticed that none of their faces displayed awe or reverence like she expected. Some stared at her in jealousy, which was normal. Others still stared worriedly, and at least one or two…

They showed **contempt**.

"Hello!"

Asuka put aside any thought of investigating further, as one girl had come up up to her.

"My name is Hikari Horaki." She said. "As the class representative I'm going to have to show you around the school and let you know about assignments you missed. Maybe provide tutoring?"

Asuka smiled. At least she had one supporter. "Thank you, but that'll hardly be necessary. I'm a college level graduate so I can handle homework by myself."

"If you insist." Hikari waved at her. "Let me show the two of you to your seats."

Kensuke for his part went back to his laptop. A few clicks, and he opened the chat room.

_Kensuke: Holy shit they're the pilots_

_Touji: It makes little sense and yet it does_

_Touji: No wonder they were so insane!_

_Touji: No offense Ikari._

_Shinji: None taken. _

_Kensuke: How come you didn't tell us who they were?_

_Shinji: If I knew I would have said something. Misato didn't tell me who they were exactly._

_Touji: Well she's a bitch._

_Kensuke: You're just upset she beat you that time._

_Touji: Not denying that._

_Shinji: Let's just give them a break. They got here and probably need some adjusting._

_Kensuke: Yeah! Maybe I can get some sweet pics to sell._

_Shinji: You are not doing that Kensuke._

_Touji: Yeah Ken, Hikari might say something about it._

_Kensuke: I wonder why you'd be worried about her reaction ;P_

_Touji: SHUT UP_

* * *

Rei Ayanami does not get annoyed.

She gets bored listening to the teacher drone on about subjects she knew more in depth about. She gets curious when she hears the chirping of birds or catches a glimpse of the Spider-Man. She gets melancholic thinking about her purpose in life.

But annoyed? Rei didn't experience the emotion that much. Definitely not when she sat outside near the escalators, waiting for Shinji and the others to arrive."

"Hellooooo! You must be Rei Ayanami, the pilot of the prototype?"

Pilot Soryuu, however, put that to the test.

"I'm Asuka Langely Soryuu, the designated pilot of Unit 02," Asuka said. "I thought we would get to know each other. Pilots have to stick together you know. Let's be friends!"

Rei remained impassive. "Why?"

"Because it would be convenient. You know what I mean?"

"If I was ordered to I would do it." Rei shrugged. "As it stands, I do not see your company as convenient."

Asuka's eye twitched. "Fine! Have it your way, freakzoid."

"So this is one of NERV's flunkies… what a joke!"

Asuka turned around. A sizable group had formed behind her. One of them, a boy, had his arms crossed.

"If there's a joke I'd like to know about it." Asuka kept her infuriating smirk. "Who exactly are you?"

The boy stepped forward. "We're people who aren't gonna take your shit. NERV's screwed over the common man for too long and we're not gonna let elites like you ruin shit for the rest of us."

"Interesting." Asuka said. "NERV defends you from being wiped out by Angels, but you're telling me we're the ones screwing you over.."

"No they don't!" Another student from the crowd piped up. "They didn't provide relief for our town when we were messed up and those Evangelions cause property damage and deaths! Spider-Man's done way more to help us out than they do!"

"Spider-Man?" Asuka laughed at that. "That guy's nothing but a fake! You're saying he's done more to save your stupid lives than NERV does with their giant mechas?!"

Just as those words slipped from her lips, she was struck by a harsh fist. Asuka found herself confused as she saw one of the students looking down at her angrily.

"Back off! Spider-Man's great! Way better than someone like you!"

Before the student could try to punch her again, a hand gripped his shoulder tightly. He turned to find Rei staring impassively at him.

"It would be unwise to hit a pilot." She said. "Step away from her."

The boy's eyes widened. Something about her... he didn't want to test his luck. He dragged his arm away from Rei's grip, and turned around.

"Typical NERV elites, looking out for each other. We're off guys."

The group moved away from the two pilots. Asuka sat there clutching her face. Rei stared down at her.

"Do you require assistance, Pilot Soryuu?" She raised a hand towards Asuka. "I could lead you to an infirmary for check up-"

Asuka slapped it away. "GO AWAY! I DON'T NEED YOUR HELP FOR ANYTHING!"

She ran off in a hurry. Rei watched her go as Shinji, Touji, Kensuke Hikari and Kaworu walked in.

Kaworu was the first to speak up. "What happened?"

"Soryuu was assaulted for her connection to NERV." Rei said. "I intervened in the struggle but she ran away afterwards."

"I know those guys." Touji frowned. "Those were Kokoro survivors. No wonder they attacked her."

Kaworu was confused. "Kokoro?"

For a moment no one said anything. Kensuke and Touji looked at Shinji nervously. The boy only sighed sadly.

"Kokoro was a city a few days from here." Shinji explained. "I was living there myself before It got destroyed a few months ago due to a raging storm no one's been able to explain. In those months, there wasn't any aid provided so everyone had to move to different parts of Japan."

"It… does explain things." Kaworu said. "But why blame NERV specifically?"

"That I know!" Kensuke piped up. "When the Angels attacked people noticed that the AT Fields they projected looked similar to the fields shown in the storm. Because NERV didn't step in at any point people are suspicious of them."

"I'm just worried about Asuka." Hikari said. "That group might do something to her or Ayanami if we don't pay attention."

Kaworu raised an eyebrow. "Would they not go after Ikari as well?"

"Why would they?" Hikari asked. "Ikari is not a pilot… is he?"

"I…" Shinji looked down. "I haven't told anyone about it aside from Touji and Kensuke. I thought it would be better to keep it a secret."

Kaworu narrowed his eyes, crossing his arms in the process. "A sensible decision. Not one I can fault you for given the circumstances. I will go check on Asuka."

As he walked away, Shinji wondered if it was disappointment he detected in Kaworu's voice.

* * *

Ritsuko typed away at her computer.

It had been a busy few days. She had been tasked to look over the data collected from Asuka and Kaworu's time together in the entry plug when they fought the Sixth Angel, Gaghiel. A rather peculiar fight, being the first one fought outside of Japan.

'_Probably the only one, given the cargo._' Ritsuko thought to herself. '_I'm sure the other divisions won't be so happy. Wonder if the specimen had been delivered…_'

She felt a pair of hands hugging her back, just a little _too_ close to her chest.

"You've lost some weight."

Ritsuko smiled. "Oh? You think so?"

"I do. I've definitely noticed. I think you're enduring an unrequited love."

Ryoji Kaji had always been a real charmer. His unshaven handsome face had a disarming smile that even Ritsuko couldn't help but appreciate. It had been years since they last saw each other, when she first joined NERV and he went off to play super secret agent spy for the U.N..

"Really?" Ritsuko said. "Well since you're so very sure…"

"Mmmm…" Kaji placed a hand over Ritsuko's chin, gently caressing her face."A woman with a mole like a tear on her cheek is destined to a life full of heartache and sorrow."

Oh how right he was. How she wished that wasn't true. Ritsuko opened one of her eyes and nearly jumped from her seat.

"If you're trying to put the moves on me I'm afraid you can't." She sad. "Not while that face is pressed against the glass anyway."

Misato Katsuragi pressed herself against the glass with clear, unrelenting furious anger obvious upon her features. If one wanted to pay attention, they could see the steam pouring from Misato's nose and ears.

"Hahaha, yeah I guess that's fair." Kaji chuckled. He sat down on the desk across from Ritsuko, who turned around to greet him properly. "It's been quite a while Ritsuko."

"Yeah, It has." Ritsuko said. "You're not as discreet as i remember."

"That man has never been discreet in his entire life!"

Misato slammed the door behind her. She stomped around the place, each step coupled with fists that shook with anger.

"You're finished hanging over Unit 02 haven't you Kaji?" Misato turned to face the two. "What are you still doing here?"

Kaji chuckled. "Well you see Misato, I received new orders this morning that I'll be sticking around. We could hang around like again we used to, gorgeous."

"Don't flatter yourself." Misato rolled her eyes. "Anything to report Ritsuko?"

"Nothing new about the Angel. However…" Ritsuko adjusted her glasses. "There was an abnormality with the synch ratios. Not just the fact that there were two bodies instead of one, but that they're out of synch."

"That's expected isn't it?"

"Yes but… Asuka's synch ratio was at 81% at the time… but Nagisa's synch ratio exceeded that, at 122%."

"Hold on," Kaji said. "You're saying he can synch with Unit 02 better than Asuka can?"

"Yes," Ritsuko said. "This in spite of the fact that Asuka had been training in it longer than Nagisa had."

Misato frowned. "Yeah I guess that is pretty odd."

Suddenly, the room turned red. The alarm rang in everyone's ears. They knew what was to happen.

"Angel attack." Misato yelled. "Call the pilots, prepare the Evas."

* * *

"This is what we're up against?"

The Angel in front of them was bizarre, much like the rest of it's kin. Given the codename Israfel, the beast had a vaguely blue humanoid form, it's face resembling a blue and red Yin-Yang symbol with two eyes blinking at the approaching Evangelions. Shinji was reminded of Sachiel, the first Angel he fought, when he looked upon the creature in front of him.

It stood in the water, across some decimated buildings from Second Impact. Israel waited for an opportunity.

"You have your orders." Misato's voice could be heard from the comm link. "Work together to defeat this thing. No sense in playing fair when we got the upper hand."

"Right," Shinji said. "Be careful Asuka. We don't know what we're up against."

"You stupid? Now's my chance to impress! Just sit there as I show you how a true pilot handles this!"

With that said, Unit 02 rushed past it's violet counterpart. Shinji could only watch as Asuka jumped from rooftop to rooftop raised the spear she had in her possession.

"ASUKA WAIT-!"

"HYAAAAAAAHHHHHHHHH!"

Asuka **cleaved** through the Angel. Blood poured from Israfel's body, guts spilling from the spear slicing messily and without remorse. It's hands moved desperate to escape, but unable to.

After a minute or so, all activity stopped. Unit 02, in it's red and gold glory, stood victoriously over the dead Angel.

"Well what did you think of that, Third Child?" Asuka grinned. "A fight should be clean and elegant."

Shinji rolled his eyes. "Not sure if I'd call what you left behind clean. Seems more like a mess."

"Shut up!" Asuka said, flushed. "Sometimes simplicity is best!"

The pilot of Unit 01 let out a sigh of relief. He expected some big twist or a change in strategy from the Angel. Perhaps a last minute suicide maneuver. But it seems today fortunate for the two of them. Now if only Asuka didn't-

**SPIDER-SENSE!**

"Huh?"

Shinji had seen it then. The two halves of Israfel's corpse shook violently under Unit 02's feet.

"Asuka watch out," Shinji yelled "The Angel's not dead you have to move!"

"What do you mean it's not- WAIT WHAT?!"

The pieces shed their skin, twin shapes emerging from the mass. From it came near identical copies of the Angel, one dipped in shining gold while the other silver, their faces producing each a single half of the ying yang symbol that the original possessed.

"OH THAT'S JUST NOT FAIR!" Misato yelled from the comm link. "EVERYONE GET OUT OF THERE MOVE MOVE MOVE-"

Everything went dark on NERV's end.

* * *

"You humiliated us out there."

The two pilots sat there. Kozou Fuyutski was not a man either saw very often, but he seemed like a pleasant older man. They had never seen him raise his voice like before.

Then again, when the Commander is out of town someone has to pick up the slack. Fuyutski was not picked for being a kind man.

"Tell me children- because that is what you are. **Children**." Fuyutski said. "Why do we fight angels?"

"To be praised?"

"To protect people!"

"Wrong Asuka, but right Ikari." Fuyutski said. "We are here to protect humanity and stop the Angels."

He pressed a button on the remote in his hand. The screen displayed the legs of Unit 01 and 02, both of them buried deep into the ground.

"Not make asses out of ourselves like a circus carnival animal act! We had to swallow up our dignity and ask the military to deploy N2 mine kept the creature down."

Asuka got up from her chair. "Hey it's not my fault this monkey over here messed up my big screen debut!"

"What?" Shinji turned his head. "Last time I checked, you were the one who ignored orders and attacked the Angel!"

"Well you didn't back me up in time!"

"I wouldn't have needed to back you up if you didn't run in like a rookie!"

"Rookie, says you the pilot who didn't even train before coming here!"

"Hey I took out two Angels on my own, you had to take out one with another person!"

"Why you little-!"

"SILENCE, BOTH OF YOU!"

The duo had the decency to look embarrassed as Fuyutski face palmed.

"Look. Clearly you two are having issues working together properly. That's why we came up with a thing that will force you to."

Shinji gulped. "What… exactly are you proposing?"

"How good that you ask Ikari." Fuyutski said. "In the middle of pulling you two from the wreckage, Agent Kaji decided to grace us with his plan. Frankly it's a stupid plan but the MAGI and Doctor Akagi gave it her approval. You will perform it and save everyone."

"Kaji came up with this plan?" Asuka snorted. "If it's his plan it can't be that bad right? What's it involve?"

Fuyutski grinned. "Something humiliating."

* * *

"I'm telling ya, something's fishy!"

Touji, Kensuke and Hikari walked together. A few days had passed since the last of time any of them had seen Shinji or Asuka. Already that was strange, but after Rei and Kaworu disappeared later they knew something was up. As such, they went togethertowards Shinji's apartment to get some answers.

"They disappeared around the same time the Angel attacked." Kensuke said. "But we're not all dead, so that must mean they're not dead either."

"I hope so," Touji punched his hand. "Asuka owes me a rematch."

"Do you think they've been infected with something from the Angel?" Hikari said. "There's still so much about them none of us know."

Kensuke pushed up his glasses. "Yeah… Only one way to find out."

There they were, right in front of Shinji's door. Hikari had been here a few times to deliver homework. Neither Touji nor Kensuke had been inside of this place.

Hesitant, Hikari knocked on the door.

"Hello?" She called out. "Ikari, are you home?

The door slid open.

"Hi."

Touji and Kensuke backed away, horrified by the sight in front of them. Their minds could not comprehend what they are seeing. Hikari herself had a deep blush on her face.

"SIN!" She screamed "YOU TWO ARE LIVING IN FILTHY OBSCENE SIIIIIIIIIIIIINNNNNNN!"

"NO IT'S NOT LIKE THAT."

Shinji and Asuka stared at the group from their door. The pilots were wearing a pair of matching spandex dance uniforms.

"THERE'S A PERFECTLY GOOD EXPLANATION FOR THIS!" Shinji and Asuka spoke in unison. "IT'S PART OF TRAINING!"

"Training?!" Touji pointed at the two of them. "What kind of horrible training forces you to act like siamese twins?!"

Someone laughed behind the two. "Ah, you must be Shinji's friends. Come in!"

A goddess. Touji and Kensuke's jaws could only drop at this goddess who had arrived from the heavens to liberate them from despair. Her beauty and grace knew no bounds, the light shining on her accentuating her violet hair, and her _body_…

"WHY HELLO MA'AM!" Kensuke bowed. "YES SIR WE ARE SHINJI'S FRIENDS!"

"ABSOLUTELY!" Touji bowed as well. "WE ARE MORE THAN THANKFUL BE LET INSIDE OF YOUR HOME!"

Hikari crossed her arms. "**Perverts**. I am surrounded by **perverts**."

* * *

"And that's the story. Shinji and Asuka are performing a dance routine in synch as part of a strategy to defeat the Angel."

The three students sat down on the floor. In front of them Shinji and Asuka laid on top of mats connected to a machine, presumably for the dance routine Misato had just mentioned. The students had also noticed Ayanami and Nagisa were there, sitting off to the side in anticipation.

"No offense, but that smells like shit." Touji said. "And I don't mean the sweat from those freaks."

"How is it going so far?" Hikari decided to ask.

Misato looked at her wards. "Not great. Shinji's going too fast for Asuka and she won't stop yelling at him for it."

"Well I wouldn't be yelling at him if this idiot didn't go so fast!" Asuka placed her hands on her hips. "Moron!"

"Maybe I'm not too fast." Shinji said. "Maybe you're too slow!"

Truthfully, he had been trying to go at Asuka's speed. However, this is one time where spider powers proved to be detrimental. As Spider-Man he was used to moving at his own pace, leaping through the air and running across rooftops in quick, acrobatic action. Because of that Shinji had trouble trying to slow down.

"Man with arguments like that no wonder people aren't taking NERV seriously." Kensuke said. "If only Spider-Man were here, he'd do this way better than either of you."

Asuka violently turned towards him. "Spider-Man? Don't tell me you're all gaga for him too! He's nothing but a fake!"

Everyone stared at her confused.

"I'm sorry but…" Kaworu said, "who's Spider-Man?"

"A fake?" Kensuke almost yelled. "Dude, Spider-Man's real! He even saved me and Touji's asses one time!"

"I saw him doing acrobats and walking up walls!" Touji exclaimed. "Do you not see the videos?"

"Ugh," Asuka rolled her eyes. "The ignorant sheeple. Yes, I know there's a Spider-Man. But he's not a person with super powers. And I can prove it!"

She did a light jog into her room, disappearing from view.

"Great you egged her on," Misato frowned. "Once she's like that she's not getting back to work."

"I feel bad," Touji said. "Shinji's gotta work with the Devil. I wouldn't wish that fate on anyone."

Kaworu raised his hand up. "Pardon me Captain, but would it not be more efficient for me to perform this… dance routine with Asuka? We have experience synched together."

"It would," Misato said. "But we haven't tested your compatibility with Unit 01 and that Eva's busy getting repaired. We're not taking any risks."

"I see…" Kaworu nodded. "That makes sense."

"So Asuka's gonna prove that Spider-Man is a fake?" Kensuke grinned. "This oughta be good."

A moment later, Asuka came back with some things in her hands. She threw something at the wall next to Touji.

"AH!" Touji ducked. "DAMMIT RED WHAT THE HELL!"

"Those!" Asuka pointed at the wall. "Those are some homemade gloves I manufactured in Germany to replicate his wall crawling. Thanks to NERV I was able to coat the gloves in a special adhesive that sticks to walls for hours at a time."

Sure enough, the gloves just hung in the wall. This earned some impressed awes from the crowd.

"The boots I have here are the same way." Asuka placed them on the ground, "I've studied Spider-Man since I first saw footage of him. I think he must have gone some undergone some intense parkour training in order to bounce around like he does. But he has to be plenty smart if he had to do this next bit…"

She places a pair of small devices on her wrists. Looking up the ceiling, Asuka presses the button with her middle and index fingers.

**THWIP!**

A streak of webbing hit the wall as soon as it was pressed.

"These web shooters are small enough to fit inside of any gloves," Asuka says. "He wears a belt underneath the costume to refill his shooters any time he goes out."

At the sight of an impressed crowd, Asuka couldn't help but smirk. This was what she lived for, praise and admiration for her skills. No Kaworu or Shinji to steal the glory, no humiliation from defeat. Just her and the validation.

"Wow you're pretty smart Asuka," Shinji said. "You built those web shooters yourself?"

"That's right Third Child!" Asuka said triumphantly. "Spider-Man clearly needed a similar level degree of intelligence if he wanted to operate on the field he does."

Shinji had to chuckle at that, scratching the back of his head. "I dunno, someone who dressed up in a costume to fight crime must be a little crazy if you ask me."

"Indeed," Kaworu said. "This Spider-Man sounds like someone who would masturbate to a comatose girl."

Everyone turned their eyes at Kaworu, who continued to smile pleasantly.

"I… what?" Shinji replied with extreme confusion. "Why would you say something like that?"

"Dude what the hell?!"

"THAT'S DISGUSTING!"

"Nagisa… you're crazy."

"Is everyone in here a pervert?!"

"Alright, enough about Spider-Man." Misato said. "Let's get back to training. Asuka we're doing it again."

"Actually Captain Katsuragi," Kaworu got up from the floor. "I would like to practice the routine with Ikari."

That made Misato frown. Asuka and Shinji were nowhere near ready for action, and the clock is ticking. If they wasted any more time the operation (that Kaji made up, that idiot) would fail and they'd all die. She should say no.

Still… perhaps if Kaworu and Shinji did well it could kick some motivation into Asuka.

"Alright Nagisa." Misato pointed at the dance floor. "You're up."

"What?!" Asuka yelled. "You can't be serious! He didn't even train properly!"

But Kaworu had already moved next to Shinji. he pressed his hands to the floor, and glanced at the boy next to him.

"Ready?"

Shinji nodded.

"Now…" Misato said. "Begin!"

Their movement was swift and smooth. Each step Shinji took, Kaworu matched it exactly. There was no mistake, no hint of progress needed. Anyone could see right from the word go they were a perfect match.

Everyone stared at them with awe, admiring their form. Asuka... Asuka... it dawned on her that she was done. There was no going back. She would be replaced.

"Whoah they were so good!" Hikari said.

"I know right?" Touji grinned. "Can he be Unit 02's pilot? He seems to know what he's doing, not like Red over here!"

Asuka couldn't believe this. After impressing everyone before they just… abandoned her like that? She was humiliated yet again. She was beaten yet again.

Stupid Kaworu…

Stupid Shinji…

Stupid **everyone!**

"Well FINE! if you don't need me, then LEAVE ME ALONE!"

She stormed off, everyone looking at her go in shock. Hikari went over to Touji and slapped the back of his head

"Nice going Touji," Hikari reprimanded. "You insensitive jock, you were a real jerk!"

Touji clutched his head. "Ow that hurt! I don't get what that was for?"

"Still, wonder who's gonna go after her." Kensuke said.

"I will." Shinji got up. "It'll only take a second, I promise."

He opened the door to the outside. Shinji had a feeling finding her wouldn't be too much trouble. Not many places to go when you're underdressed and not wanting to be seen. Asuka should be just around the hallway.

Before Shinji could move, he felt a hand on his shoulder.

"Ikari," Kaworu said, "Good that I caught you. Try not to lash out at her, please? She's had a difficult time."

Shinji turned towards him. "I wasn't going to. Just ask her to come back peacefully. Are you going to help?"

"I can't." Nagisa's smile seemed to be sadder when he said that. "I'm a major source of her insecurities. If I went over there she would ignore me, call me names. You have to be the one to ask her."

"… how do you two know each other?" Shinji asked. "She doesn't seem to hate you as much as the rest of us."

Kaworu laughed. "Oh Asuka hates me. She's gotten better at being civil, but she hates me with a fiery passion. It ties into your question… the two of us were 'raised' together at NERV's Germany branch. She trained every single day to be the best pilot she could be. It was the only thing that gave her purpose. To her, I was her biggest obstacle. No matter how hard she tried I always seemed to do better than her at everything. Only recently have we came to a sort of understanding… before she learned about you."

"Me?" Shinji pointed at himself. "What did I do?"

"Exist. For someone who trained her entire life to fight Angels, an untrained civilian not only killing one but two angels singlehandedly… that was an insult to her pride. The Third Child became her single target, someone to surpass."

"And that's not how it turned out," Shinji sighed. "Alright, I see what's going on. I still need to bring her back."

"Yes. Just… Keep it in mind please?"

Shinji nodded. "I will."

Kaworu seemed to be satisfied with that. He turned around and went back. Unfortunately, Shinji still had a job to do.

So he turned around the hall. Sure enough, Asuka was watching the sunset. She seemed to have been contemplating something.

"Asuka…?"

Her red mane flipped as she turned around. "Oh it's you Shinji… don't worry, Third Child. I'll be back soon. I'll pilot the Eva and do the job. That's all you need me for right?"

"I'm sorry," Shinji said. "Touji acted like a jerk."

"No it's fine just…" Asuka looked away sadly. "The Eva is all I have. It's what I live for, what I trained, bled tears for… then you and Kaworu come in and wreck my world. People hate me. I don't seem to have anything else."

She stared at the city below her. "In a way, I envy Spider-Man. I don't know if he has powers or not, but… seeing videos of him bouncing off the walls, swinging through the city like no one owned him. It didn't matter what people thought of him, he rules the skies. He had his own identity, and he made himself into something with his own two hands. Nothing I have is mine…"

Asuka closed her eyes. Then she felt a hand caressing her shoulder.

"That's not true," Shini said. "Even Spider-Man's been hated by people before. You're a smart and talented person, Asuka. Making those web shooters, analyzing what he does and building off of that? That's something you came up with on your own. That intelligence? That belongs to you. No one else has that. You are better than you think."

For a second, Shinji would have sworn Asuka had been smiling. It disappeared quickly, replaced with her usual smirk. But it was enough to bring her back to her usual self. That was enough.

"Why of course!" Asuka said. "I am the great Asuka Langely Soryuu after all!"

Shinji smiled. The two stood there, the sunset framing them in shadow as the apartment grew darker.

"Yes you are… Let's get back to work."

"Fuck yeah."

* * *

The next few days proved fruitful.

Units 01 and 02 stood over their fallen enemies, the dust from the explosion having cleared. Unlike before they didn't fall over each other or hit the ground. This time they stood tall. Together.

"We did it Asuka…" Shinji said. "We beat the Angel!"

She said nothing. Looking over the video link, Shinji noticed a contemplative look on her face."

"Asuka?"

"The people…" She said. "They're not going to be grateful, are they?"

Shinji shook his head. "Probably not. People are always going to be scared. And really? They have every reason to when giant robots are out there fighting monsters. Whoever wins or loses, people are get gonna caught in the crossfire."

"How do you handle it then?" Asuka asked. "How do you deal with it?"

"Honestly?" Shinji said. "I try to empathize with them. When lives are on the line and people depend on you, it's important not to act like you're above them. Once you do… it becomes all too easy to turn into the villain."

Asuka sighed. "Sometimes, you do speak sense Idiot Shinji."

* * *

A group of students sat near the escalators.

They had been talking about their families, how NERV hadn't been paying them all that well, how surprising it was that the Evangelion's didn't cause more damage to the city this time. They thought that they had gotten rid of Asuka when they confronted her the other day.

Imagine their surprise when they heard someone clear their throat. Imagine their surprise when Asuka stood in front of them. They wondered what she was doing here.

"I'm sorry." Asuka said. "i'm sorry about my attitude the other day. I understand that you hate NERV and we didn't do a very good job with helping you guys out. My arrogance was entirely unwarranted and I apologize."

The group looked at her in surprise. They hadn't expected an apology from her any time soon, let alone when she returned. Some of them were pleased at this.

One of them, was not. The boy stepped in front of them.

"Yeah?" The boy said. "Well we don't forgive you bitch. You're just another NERV bootlicker waiting to stomp on us at any time!"

"Hey!" Asuka yelled. "I'm no bootlicker! I'm out here to defend your asses from monsters out to blow us all up!"

The boy readied his fist. "Well here's what I think of your protection!"

Just before any punches could swing, a web landed in between the two. Someone jumped down from the lamppost he had been hiding in.

"Hey I'm pretty sure that a security team is watching from behind the bushes and could arrest you guys at any time" Spider-Man said. "Pilot punching just isn't a viable strategy you know?"

"Spider-Man?!" Asuka said. "What are you doing here?"

"S-Spider-Man?!" The boy said surprised. His eyes narrowed. "This isn't your concern. She's from NERV!"

"That she is." Spider-Man said. "But she's also a pilot, one of the few who can pilot an Eva. One goes down and the world does. Even in terms of NERV Management she has the least amount of control over the process."

"Why are you defending her?" Another student said. "You some kind of NERV shill?"

"Nah. NERV is a shady military organization and I wouldn't trust them within a twenty foot pole But if you're gonna go after anyone, blame the Commander. He's the one who left you guys in the dust and not paid your parents for their services."

One by one, the students started nodding and agreeing with what Spider-Man said.

"He has a point," said another student. "We apologize Asuka. We'll go after the real targets this time."

Soon after the crowd dispersed. Spider-Man and Asuka were left alone together.

"I didn't need your help you know." Asuka said. "I had it under control."

Spider-Man shrugged. "I'm sure you did. But I had to make sure they wouldn't try something like this again. Toodles!"

Launching another web line, the web slinger did his thing and swung away.

Section-2 agents came upon Asuka, who stared behind the Spider-Man as he left.

"So that's Spider-Man… what a dork."

**Notes for the Chapter:**

> I have a new story, "A Miraculous Tale of Rubybug and Cat Blake" out now. Give it a read if you can!
> 
> Surprise, Kaworu is in this story. One of the most annoying things about Evangelion fanfics (when they even bother to include him) is how he keeps getting turned into a villain who hates Shinji. Well fuck that shit, he's a supporting character and a good guy here. Deal with it.
> 
> I'm glad everyone caught the Latveria reference in the last chapter, but I'm kind of nobody noticed other Marvel references I've inserted into chapters. Some of these include The Savage Lands, Wolverine and Reed Richards. We won't be seeing much of them, but I'm confirming that the world of this fic is a fusion of Evangelion's world with the Marvel Universe and other Gainax properties. If enough people ask for it I could write an explanation of how it works.
> 
> After reading the responses and giving it some thought, I decided to continue with my original plan of Shinji ultimately ending up with Mana. Most readers seem to like the idea of the Pilot Trio being platonic friends and you know what? So do I. That is what is going to happen from now on.
> 
> Edit: Someone did art of this fanfic here, https:// www. deviantart. com /maypoint/art/art-I-drew-for-a-crossover-I-read-awhile-back-840366812, cool huh?
> 
> Anyway, Spider-Man battles a villain in the next chapter "Predator!"


	21. Predator

**Summary for the Chapter:**

> A day at the spa turns into a horror show as the Scorpion strikes again! Will Spider-Shinji overcome his deadliest foe again? Who is the mysterious newcomer watching these events?

** _Predator_ **

"Dammit! The Angel's free!"

Asuka released the holster just in time to avoid the Angel lunging after her. The lava makes it hard to move fast, the D-Type equipment doubly so, but she could manage under this pressure.

It was supposed to be a simple operation. The MAGI managed to detect an Angel inside of a volcano, and Misato wanted to capture it for study. Mother and Daughter Akagi disapproved of the operation but were overruled by the Commander. Asuka wasn't too crazy about the idea herself. Her plug suit was programmed to inflate to deal with the heat, which already made her embarrassed.

Things got worse when she took a look at the D-Type Equipment for Unit 02…

_"_ _What have you done to my Unit 02?! Bad enough I look like a balloon in this suit, but you have to ruin my Eva by making it look stupid?! That's it, I'm not doing it!"_

It took some convincing from Shinji and Kaworu for Asuka get inside of it. Stupid boys, why they didn't volunteer she'll never know.

Now, Asuka found herself fighting for her life when- surprise surprise- the plan to capture the Angel went kaput. Sandolphon (_They had names? Asuka remembered being shocked by that chesnut_) was swimming around the lava to try and kill her.

The Angel slammed into her Eva. It grabbed Unit 02 by the arms and legs, preventing it from making any attempts to escape. Sandolphon opened it's mouth- _how can it open it's mouth in the lava?!_\- releasing disgusting tentacles into her armor. Asuka took out her knife and stabbed the Angel. However, no matter how many times she did it, nothing would budge.

"The Angel must have a heavily reinforced constitution! Asuka, the knife won't work!"

Way to tell her after the fact, why don't ya?

"Asuka!" She heard Shinji yell. "Remember what we talked about at the pool! The thermal… what now?"

"Thermal expansion," Asuka smiled. "Yes I know exactly what to do!"

She severed one of the Eva's coolant tubes and shoved it inside of Sandolphon. It worked like wonders, allowing the Angel to open up it's core for attack.

"How's THIS asshole!"

Asuka stabbed the knife in there. Sparks went flying, until the core cracked and broke like it should. Soon enough, Sandolphon screamed into the void as it disappeared into the lava. An all too easy victory.

Or it would be, if it hadn't severed the support cable first.

The D-Type Equipment started breaking down, shrinking upon itself. The Eva was slowly dropping further into the volcano without help in sight.

"I did it but…" Asuka said quietly. "That's it. I'm done for."

She closed her eyes. Asuka knew that something like this would happen. It had been drilled into her since childhood that fighting an Angel could result in your death. At least she took out an Angel while she was at it.

Granted Asuka would have preferred a less painful way to go than burning alive inside of a volcano, but that's beside the point.

Just as she was about to go further, however, she felt herself being pulled back. Asuka turned around, shocked at who could have done that.

It was Unit 01. Shinji had arrived to save her.

"And lo, a savior has come!" She heard him say. "How about we get out of here okay? I'd rather we both come out of this tanned than dead."

In spite of his moronic posturing, Asuka couldn't help but smile.

"Idiot… you show off!"

* * *

The ride was a tense one.

Asuka was staring out of the window contemplating something. Misato and Kaji were at the front of the car. Kaworu simply hummed a tune to himself. No one said a word.

Rei was not among them. Shinji hadn't been too surprised by that. His father had a very strict no fun policy that prevented her from doing much beyond swimming naked in a test tube for hours. The more he thought about it, that made his father look like a total creep.

'_Then again, this is the same man who thought cloning mom was a good idea in the first place…_'

There wasn't any particular betrayal in that. However, he was disappointed that Misato had avoided eye contact with him. In fact, she hadn't spoken to him since Asuka left the entry plug a few hours ago. Shinji wasn't sure what he did wrong. They saved the day hadn't they?

"We're here."

The car stopped. Everyone got out, wondering where they were. Asuka's eyes lit up when she saw the sign.

"A hot springs sauna?!" Asuka yelled. "Wow, Misato, you went all out!"

"I figured we could use a vacation spot." Misato smiled. "I knew you guys were disappointed about not going to Okinawa so I pulled some strings for the next best thing. Reward for the heroes I say!"

They entered the building. As the kids were amazed by the place, Misato went up to the man behind the desk.

"Hello! Are the people from NERV here somewhere?"

"Yeah we're here."

"I'll need your signature here."

Misato took the pen and signed the paper. She made sure to draw a couple of little hearts next to her signature. Always nice to leave a personal touch here and there!

"Thank you have a nice day."

She waved at the group to walk with her. Kaji whistled at the place.

"Pretty nice. Probably took a lot out of your paycheck."

"I'm not telling you anything about that Kaji," Misato said firmly. "The springs are connected to a larger river not too far from here. Wouldn't wanna dive in **there** too deep unless you wanna get a nasty burn. I rented us a set of rooms for a night. We'll be leaving tomorrow morning so enjoy this while you can children!"

Kaworu nodded along. "I hope to enjoy the experience. It is my first time in a hot springs after all."

"Shows what you know, Kaworu!" Asuka said. "Nothing like taking a nice warm bath to make you feel refreshed. An elite pilot like myself needs one."

"As you say Asuka." He shrugged. "Are you looking forward to this as well Ikari?"

"Maybe." Shinji said. "I've never had an opportunity to be in one of these."

It was the truth. Yamashiro had never been one to go out too much, and neither was Shinji. The most times the boy had willingly stepped outside were when he was Spider-Man. Or when he was with Mayumi.

(He didn't realize it at the time, but Shinji had unconsciously clutched his chest, something that had not gone unnoticed by Kaworu.)

He didn't expect the hot springs to be so close to Tokyo. Sure it wasn't Okinawa, but it could be a moment for him to gather his thoughts. Maybe formulate a plan.

"Shinji could you help me with something?" Kaji motioned for him. "It won't take a bit."

The boy looked at the others take off for the springs right away. He turned to the older man.

"Sure Kaji."

As Shinji and Kaji walked to some room, the boy thought about something that happened before the Angel battle. Kensuke and Touji headed with the rest of the class on a trip to Okinawa. None of the pilots could go in case of an Angel attack. Asuka had been particularly bummed out about that.

There was one thing that was on Shinji's mind at the moment though. Something that Kensuke had brought to him just before they left.

* * *

_"_ _Kensuke, are you sure this right?!"_

_"_ _I'm not lying," He said, handing Shinji the papers. "Multiple disappearances, targeted across the poorer areas. Claw marks were seen around those parts. Some of them are kids, Shinji."_

_Looking over the data, Shinji was horrified. The dates, the locations, the victims… they had the tell tale marks of the Scorpion creature he had fought before._

_"_ _And no one's doing anything?!" Shinji couldn't keep the venom from his voice. "It's just been happening under their noses?"_

_"_ _There've been a few calls, but they've been ignored." Kensuke pinched his nose. "I just… fuck! I wish I found this out sooner!"_

_"_ _Just messed up." Touji finally said. He had been there when Kensuke had discovered the data, and had trouble keeping himself together as well. Deep down, Touji selfishly wondered if Sakura would be taken as well. The thought made him _ ** _desperate_ ** _. "Shinji, you can beat this guy right? You were doing fine against him before we got in your way, can you take him down?"_

_Shinji gripped the papers in his hands._

_"I'll find him, Touji." Shinji said. "That's a promise."_

* * *

'_I haven't had any luck,_' Shinji thought. '_Tried web swinging to see if he was around, but then I got called to base. Then the Angel. Now the hot springs?_'

He wished he could be enjoying the break. He really did. But the thought of the Scorpion taking anyone else while he was here…

"Hey you're looking pretty spooked kid. Doing alright?"

Shinji blinked. "I'm fine. You were saying?"

"Haha, you can be pretty spacey Ikari." Kaji mirthfully chuckled. "Anyway, I was saying try not to take it too personally Misato isn't talking to you."

"Huh?" Shinji had briefly forgotten about that. "Why do you say?"

"Hold on," Kaji pulled a box the counter. "Help me unpack this."

It was a box the size of a small suitcase. Shinji held it steady as Kaji had unzipped the thing.

"Hey Kaji what is this?"

"**WARK WARK!**"

With that familiar sound, Pen Pen jumped out of the box. He shook himself violently, clearly restless from being stuck inside of the box for hours.

"Springs are over that way, buddy." Kaji pointed to the direction. Pen Pen cutely marched off that way, so Kaji turned to Shinji. "Pen Pen's a warm water penguin. Thought he could use some springs. Misato might appreciate having all her favorite pets here."

"H-hey!" Shinji pointed at him indignantly. "What's that supposed to mean?!"

The older man laughed. He stared up into the ceiling still smiling serenely. It reminded Shinji of Kaworu's own smile, the type that at first glance seemed sweet but was also unreadable. Whatever was really going inside of their mind, the smile hid those intentions. At the moment, Shinji couldn't tell what Kaji was thinking.

"Misato is a caring person," Kaji said. "She deeply loves the people she considers her closest. Including you. When you delved in to save Asuka… she's thankful for what you did, but she also hated that you pulled that sort of stunt at all. Give her some distance for now, she'll talk to you again by tomorrow."

Retreating onto yourself when life got hard? Shinji thought that sounded familiar.

"Trust me Kaji. I can relate."

* * *

Asuka loooooved the warm water. It felt wondrous on her skin.

She looked across from her to see Misato yawning loudly. Misato… she was a confusing person for Asuka. She had seen her guardian at home. She had seen how Misato would leave Yebisu cans lying around and how she had the most casual treatment towards everything. She wondered how such a lazy slob like Misato managed to become NERV'S Captain, in charge of strategies against world ending threats like the Angels. She even heard whispers about her becoming a Major! Insanity is what it was.

Yet Asuka had also seen her in action. Misato kept her cool under pressure and had no hesitation in giving out orders that could result in her death. She had seen that first hand throughout the attempt to capture the Angel underneath the volcano. Whether Asuka was in the Entry Plug or not, she was the same. When Shinji or Kaworu entered the plug or left it, they were the same. But with Misato it felt like Asuka was talking to two different people.

Whatever lied inside of Misato's heart, Asuka only cared for one thing at the moment. The dirt on her own body.

"Hey Shinji can you be a dear and throw the body shampoo," Asuka called out. "We ran out of ours!"

"S-sure! Here it comes!"

The body shampoo landed on her leg. It did surprise Asuka, however momentarily. She saw how Misato's face had formed into a grin. Asuka knew what she was thinking. She smirked too.

"Ah you idiot! Watch where you're throwing the thing" Asuka made pretend hurt noises. "It hurt me in my most private paaaaart!"

Misato sniggered as she made her way towards Asuka. "Awwww Asuka, let me take a looooook…"

"Ohhh watch your fingers!"

"Wow your skin is so soft and smooth!"

"You're tickling me! Don't touch me there!"

Upon hearing a splash of water on the other side and some embarrassed noises, Asuka and Misato burst into full on laughter.

"Oh my God Asuka that was priceless!" Misato wiped a tear from her eye. "Pretty mean but great!"

"Sure was!"

Things got silent again. Misato moved a little bit, exposing her body. She won't admit it out loud, but Asuka felt jealous of Misato. She was still stuck in her adolescence, but Misato was a grown woman, taken seriously by her peers and an unblemished body.

Except for one part. Asuka hadn't known about the long, jagged scar that ran through Misato's abdomen.

"Oh this scar?" Misato said, having noticed Asuka's stare. "It's something that happened during the Second Impact."

Asuka had the decency to blush. "S-sorry!"

"It's fine," Misato's smile only faltered a bit. "You're not the first one to look I can tell you that."

Blushing even harder, Asuka chose not to answer that remark. She had dignity preserve after all! Still, she did have questions.

"There's a lot about you I don't know." Asuka said. "But you know me don't you? About everything?"

"Well yeah. It's part of my job." Misato looked at the sky. "As for me, there's not much to tell. It's all ancient history anyway. Why dwell on the past?"

From the slight waver in her voice, Asuka wasn't sure if Misato was convinced herself. It was the first she'd seen her guardian act so melancholic. Had she been hiding this from her even back then?

Then again she wasn't a shining paragon of honesty herself.

"You know, I envy you Asuka."

"Huh?"

"I spent most of my teenage years lying on a bed, unable to move or talk." Misato said. "I missed out on a lot back then. The moment they gave me the clear I just went all out. I hope you appreciate what you have Asuka. You can never get them back, no matter how hard you try."

Something clicked with Asuka then. What she was seeing was the middle ground, a third side to the coin. A melancholic adult that loves life and wants to keep it no matter what. It all made sense then.

"Well you don't have to worry about a thing Misato." Asuka said. "I won't live out my days scurrying around waiting for my destiny like an old maid. I'll grab it and take it for myself!"

This made Misato laugh heartily. "Still as feisty as ever!"

Asuka had known Misato in her childhood, but she knew that this is the first "moment" they've had together. She hoped to have more of those.

* * *

"Thermal expansion. How embarrassing."

Shinji had been left blushing furiously at Misato and Asuka's little joke. He threw himself into the water, placing his hands between his legs, not wanting someone to see anything.

The problem with that plan was that Pen Pen was the only audience there. He was joyfully splashing around the spring, ignoring the silly human getting worked up over nothing. Shinji grumbled under his breath.

"Good to see Misato is in a good enough mood to tease me at least." Shinji said. "A double team with Asuka too. I hope this doesn't _Shit on Ikari Shinji day_."

"Who would make a holiday like that?"

Shinji yelped when he heard the voice. He sighed when he saw who it was.

"Oh it's just you Nagisa."

The white haired boy delved into the water. The best (and worst depending on who you ask) thing about a hot springs was that the mist tended cover up any inappropriate body parts. Kaworu and Shinji were only a chest away from the water. Nothing could be seen down _there_.

"Kaji said he had a few errands to run, so he won't be here for a while." Kaworu said. "You seem so anxious, Ikari. This is supposed to be a time of rest. Or so I've been told."

"I know it's just…"

Shinji wasn't sure how to answer. How was he supposed to tell him that he was worried about a Scorpion man kidnapping people from the streets and how he was worried about how we was going to stop him? Well he supposed telling him about the Scorpion would be enough reason but still.

"Is it about what happened today? With the Angel?"

Or Nagisa could provide his own answer. That should work.

"A bit of that yeah." Shinji said. "Scary to think that Asuka could have died."

"Indeed. It was only a few hours ago that we had been shopping for clothes. She was rather insistent that I try them out."

"Asuka can be pretty demanding huh?"

"Yes she can be. I think she wanted someone to notice her."

"Pretty hard not to notice her I think."

"You'd think she would know that, but it is what it is." Kaworu said. "I find it interesting. She didn't say it out loud, and yet she responded to it. Craved for it. Human beings are rarely so straightforward about what they want."

"Never thought of it that way… no wonder it's so hard to talk to people. It's like the… was it the Hedgehog's dilemma?"

"Ah yes. During winter the spines on a hedgehog keep the other hedgehogs away. Human beings are afraid of getting hurt. They'll do whatever it takes to defend themselves, even if when it's not the most rational option."

"If the world and people were rational we wouldn't be in this situation I think. Giant robots, superheroes, monsters? It's like if God decided to make anime real to show how horrifying it would be."

"The chaos of existence it seems."

Shinji hadn't noticed it at first, but as the conversation went on, Kaworu had gotten closer. Strangely, he doesn't try pull away from him.

"Tell me Ikari," Kaworu said. "Is there anything you wish for?"

"… what do you mean?"

"If you could have anything in the world, what would it be?"

"I haven't thought about it. I guess…" Shinji gulped. "I guess I want peace? World can get crazy and messy. People are crazy or messy. I'd want things to be stable, even if it was only for five minutes. Or thirty. Maybe longer."

"A wonderful dream, even if an impossible one. Human beings do not like submitting to the rules. They react violently to the very idea of being told what to do. Your wish would never be an honest reality."

"Yeah you're right." Shinji sighed. "What about you, Nagisa? Do you have anything you wish for?"

Kaworu chuckled. "I suppose… I would wish for freedom. The ability to act on my own accord, to my own beating drum. I would go anywhere, meet new people, even try an instrument or two on my own. The heady feeling of freedom… it seems intoxicating."

A faint headache was creeping up on Shinji. He rubbed his forehead a bit, before asking.

"You don't have freedom?"

Something sad crept up in Kaworu's smile. The headache became harsher.

"No. I don't."

The boy recognized too late that the headache was his spider-sense. Before he could say a word, the walls surrounding them were demolished.

"HOLY SHIT!"

"What the hell is that?!"

"Huh?"

Shinji knew what this monster was. It was a different shape but there was no mistaking it. The Scorpion was on the prowl.

The creature had transformed since the last encounter. Compared to the lithe figure Shinji had met before, the monster was bulkier. Bigger. It's claws were almost as large as it's head, and it's tail was a lot longer. If it's first form was a fast and quick predator, this new form was meant for one purpose: to crush and destroy.

An implacable killer, and it was staring Shinji Ikari in the face.

"We need to go!" Kaworu said grabbing Shinji by the arm. "This way!"

As he took Shinji by the arm, Kaworu reached out with his other hand to scoop Pen Pen from the water. The Scorpion was slow in advancing towards them. It jumped with both feet into the hot springs.

A disturbing **hiss** came from the creature. It was yelling angrily, as if experiencing pain as the boys dashed into the inn. Shinji could hear footsteps going behind him and Kaworu.

"Where the hell did THAT come from!?" Asuka said, throwing a towel over her body as Misato did the same. "Is it some kind of Angel!?"

"If it was, wouldn't it be detected by the MAGI?" Kaworu asked. He looked rather sheepish even with the obvious panic around him. "I can't say I expected **this** to happen."

"You three, get out of here!" Misato said firmly. "I'm gonna try and find Kaji, we'll figure out what to do then. Go!"

Shinji turned back. "But Misato, that thing could kill you!"

She smirked at him, radiating the same confidence she regularly displayed when commanding him at Central Dogma.

"Don't worry about little ol' me. You focus on getting outta here."

With that, she ran off to some random direction, separating from her charges. Shinji's eyes narrowed.

'_No!_' He thought. '_I won't let anything happen to her!_'

The trio made it to the lobby. The clerk looked incredibly confused when a red haired girl stomped over to him while the grey haired one was letting down a warm water penguin.

"Um, excuse me but you're all-"

Asuka slammed her fists on the desk, frightening the clerk. "Shut it asswipe! There's a crazy monster attacking and we need to call someone! Anyone!"

Kaworu noticed Shinji had disappeared from his peripheral vision. He turned to see him dashing to a hallway.

"Where are you going?"

"I'm…" Shinji struggled to find an answer. "-going to find Kaji! He might have been in the rooms!"

"It's too dangerous for that." Kaworu said. "We're supposed to stay together."

But it was too late. Shinji had already ran off, leaving his fellow pilots alone. Kaworu sighed.

"If he's going to run off like that he should pick better excuses."

Asuka had turned away from the clerk towards Kaworu. "Where'd that idiot go? Don't tell me he's gonna go save Misato by himself!?"

"I don't know." Kaworu shrugged. "He said he was going to get help."

"Moron." Asuka said with a growl. "Unless Idiot Shinji can poof Spider-Man out of thin air anything he'd do would be useless."

As if the Devil heard what she said, a figure landed right in front of them. The two turned around in surprise.

"You know when you really wanna have a nice vacation but life comes at you fast?" Spider-Man said. "Alright, where's the hold up?"

Kaworu's raised an eyebrow at the wall crawler's arrival. He watched Asuka run up to the web slinger.

"Listen you! Some kind of freaky monster attacked us and my guardian is in there! You have to save her!"

Spider-Man nodded. "Don't worry. Nothing will happen to her."

He launched a web in the direction where the pilots had emerged from. Asuka watched him go, keeping her towel still.

"What I'd miss?"

Kaworu and Asuka turned to see Shinji. He had clothes on, and seemed tired.

"Oh. You're here." Kaworu said simply.

"Moron!" Asuka yelled at him. "Spider-Man just went in after that thing while YOU were busy getting changed and being a coward!"

"Sorry Asuka," Shinji said scratching his head. "Couldn't find a phone."

The girl proceeded to roll her eyes. Misato could be getting killed by that damned thing and there'd be nothing she could do. Only Spider-Man would be able to save the day now.

Just what she needed… the feeling of powerlessness.

* * *

"Life signs stable. Data analysis starting."

Gendo Ikari stared at the glowing orange tank in front of them. Rei Ayanami floated naked in the LCL, the computers scanning her as it had for hours.

"You have proven useful to me, Naoko." Gendo said. "I'm happy you haven't let personal feelings get in the way of your work."

"Someone has to." Naoko typed on the computer rather carelessly. "Don't think I haven't noticed the way you used Ritsuko to pass on your orders to me."

"I am a busy man, Akagi. Such things happen in our line of work."

"Sure. Whatever makes you happy I guess."

Her mechanical arms remained passive for the moment but only barely so. They clicked open and closed, as if waiting for a secret enemy to appear. An opponent to strike. The arms were impatient.

Angry.

"Analysis will be complete in a few minutes." Naoko said. "I wonder if this is data for the dummy plug. Could you and Ritsuko have already finished it without consulting me? That would be a rather admirable achievement of hers."

Gendo turned around. "I'll leave the rest to you."

As she heard the door close behind her, Naoko only shrugged.

"Soon enough, Naoko… soon enough…"

For the first time in the session, Rei had moved her head. She stared down the scientist as she blithely cursed the Commander under her breath.

"Doctor Akagi, I have an inquiry."

Naoko's eyes widened underneath her goggles. She clearly wasn't expecting anything from Rei.

"A inquiry? Why not bother the Commander with this?"

"It is something only you can help me with." Rei said. "I am not sure if he would be equipped to answer."

"Interesting…" Naoko crossed her arms, the mechanical ones retreating to her back. "Well out with it. I don't have all day."

"You have fought Spider-Man before, correct? What do you know about him?"

That threw the doctor for a loop. When the hell did **she** get an interest in the bug? Then again, Naoko supposed this was an innocent enough request. Why not?

"Doing homework behind the Commander's back huh? Alright. Yes, I fought Spider-Man. He didn't exactly impress me the first time we met. Scrawny, jokey, quite the buffoon honestly. Or so I thought. The moment you think he's down, Spider-Man finds a way to get back up."

The arms seem to slither to life as Naoko talked. Excitement coursed their circuitry at the thought of him.

"He is brave and fiendishly clever. He knew the best way to get under my skin and took advantage of it. My downfall was entirely down to him. I can't help but respect him for that at least."

Naoko couldn't make out Rei's expression then. With the way there was an intake of air, it seemed Ayanami was awed.

"You sound… enamored with him."

Doctor Akagi scoffed. "I don't particularly care for the boy underneath the mask. He's just a stupid brat. It's more about what he **represents**. if a stupid kid like him can surpass his limitations to become greater… well. Maybe there's a chance for me too. Perhaps I can even be superior."

One of the arms slammed into the tank, causing Rei to slink away.

"You, unfortunately, will never have a chance Rei Ayanami. You're just an obedient doll for dangerous men to leer and obsess over. A tool to control the state of the world. Your potential for greatness was tapped out when I strangled your child self with my own two hands. I hate you, Ayanami."

In that moment, Rei felt phantom hands surrounding her neck. It recalled a memory she didn't know she had of herself as a child repeating what the Commander said to a familiar figure.

She wished she didn't remember what happened next.

* * *

If Misato could strangle Kaji right now, she would.

Apparently he had been running stupid errands while she was hanging around the springs. Misato had many complicated feelings about the man, but she couldn't stomach the thought of him getting killed by that freak. She has no way of knowing if he was even alive right now.

For now, Misato had to needed to get her stuff.

She kicked the door to the locker room open. Taking a key she had been given, Misato opened her own compartment and took her clothes. She put them on quickly, making sure to grab the pistol from the locker. It isn't going to have the heat to penetrate the monster, but a well placed shot could get her anywhere. Misato felt sweat dripping down her face.

Any moment now…

"Alright you son of a bitch," Misato muttered. "Where are you?"

She heard loud stomps just outside. Everything in the room from the lockers to Misato herself shook in it's wake.

The Captain hid behind one of the large locker cases. A direct confrontation would be far too dangerous. If she could surprise it, she could have a shot at him. It was times like this Misato wished she could be inside of an Eva. Better her to fight monsters than these children be used for her revenge…

The noises stopped. Misato kept her fingers steady. Any second now…

Debris burst right in front of her. The Scorpion had taken a different route to attack.

"Dammit!"

Misato pointed the gun at the creature. She pulled the trigger. Multiple times. Each bullet bounced off the shell like it was nothing, but Misato kept firing hoping anything would do the trick.

It did not.

All she got was a roar to her face, putting her up against the wall.

"So this is how I'm gonna die…" Misato's voice broke. "I'm sorry Shinji…"

The monster raised it's claw…

But instead of feeling the impact., Misato heard the ground break apart as she felt an arm surrounding her waist lifting her up. She turned her head to see it was **him**.

Spider-Man.

"I know it's a bit easy to get lost in a big place like this," He said. "But maaaaaybe take an exit next time you see a giant scorpion man trying to kill you mmkay?"

"What… **you!**" Misato yelled. "What are you doing here?!"

"Funny story about that, you see I was on vacation…" Spider-Man heard the Scorpion stomp towards him. "Actually let's cut this short. I'll see what I can do about him."

He let her down in the middle of the hallway. Shinji stared down the Scorpion, fists readied for a fight.

"Hey big mean and ugly! How about you… uh… not do what you were doing earlier!"

Misato stared at the vigilante standing his ground. It was the first time she had seen Spider-Man up close. Kind of a scrawny little guy. Too carefree for his own good. She felt the gun in her hand. Maybe…

No, **no!** She wasn't stupid enough to try shooting at someone who's busy defending her. Only an idiot would do that.

"This isn't over." Misato said. "After you beat him I'm taking you in."

"Maybe," Spider-Man shrugged. "We'll cross that bridge when we get to it."

Shinji heard footsteps behind him, and he sighed in relief.

'_Now I just gotta take this guy out… how do I do that?_' He thought. '_Shit I should have come up with a plan._'

The Scorpion attacked first. He smashed his claw into the floor, which Spider-Man dodged. Shinji punched it in the head. All it succeeded was breaking his own arm.

"Gah!" He yelled in pain. "Tough hide you got there."

A rumbling growl came from the creature. Spider-Man felt the claw grab him, and then he was tossed outside.

Spider-sense kicking in, Shinji moved out of a pincer attack from Scorpion's tail. He felt the bones in his hand cracking back into place, but knew that if he tried hitting the Scorpion again it wouldn't do any good.

The monster lunged at Spider-Man, determined to squash the bug. The wall crawler covered it's eyes with web fluid. The beat brought it's claws up, but since they're too big the webbing was unable to removed.

As it tried desperately to cut it out, the tail swung wildly. Shinji had to avoid the tail as he moved closer.

'_Maybe if I can lead him into something he might be beaten._' He said out loud. '_Kinda giving me Rhino flashbacks here._'

Nothing like being reminded of a time you were nearly killed to get motivated right?

Shinji stuck to the Scorpion, crawling around it. He made sure to move fast. Each time went around it's body, he left a webbing behind to wrap around the creature to prevent it from moving.

That would have been a nice plan to have worked. Sadly reality was not too kind.

The Scorpion broke through the webbing far too easily. It's eyes free to see, it immediately spotted Spider-Man recoiling on the ground.

As it made it's way towards him again, Shinji had no choice but to run deeper into the forest.

'_Is there anything that can keep this guy down?!_' Shinji thought. '_I managed to get it away from the spa, that's at least great. But what do I do now?_'

He ran. He ran as far as he could, but the screeching yell of the Scorpion can still be heard. A big monster out to find him. Out to **kill** him.

"Okay time out," Shinji said. "I need a time out."

Spider-Man dashed to some bushes. From there, he collapsed, praying that the Scorpion wouldn't find him.

"Consider your options… think like Misato. What do I know about this guy?"

Big. Mean. Green. Has a tail that stings. Evidently the same Scorpion he fought before, but the same strategies won't apply. That form was leaner and weaker. All Shinji had to do then was get close and hit him enough to knock him down. He tried punching the Scorpion just now and ended up with a broken hand. Good thing he could heal…

So what can he do? He could trap momentarily, but the webbing would break. It's claws were big, but too big to deflect any attack on it's eyes. Shinji wondered if there was something else that was missing…

Wait. The Scorpion had been screaming when it approached him and Kaworu before. That fact wasn't important.

But the why was. It only did so when it hit the water.

_"_ _Asuka! Remember what we talked about at the pool! The thermal… what now?"_

_"Thermal expansion. Yes I know exactly what to do!"_

Shinji kept quiet. He made sure he could pick up any sound with his ears. Could it be…

Yes. There it was. The plan was a go.

"Hey over here!" He yelled out into the forest. "If you're still aiming for my life insurance you kinda need to kill me I think!"

That did the trick. The Scorpion turned it's ferocious eyes towards him. The behemoth charged once more, while Spider-Man launched a web to escape it.

"That's it keep going big guy…"

It was near. He had to reach it. This was his only option if he wanted this thing defeated for now.

Something whooshed past him. Shinji could see a tree branch had melted while he was zip lining away at mach speed. The Scorpion was now relying on it's corrosive fluid to kill him. Joy.

'_Almost there._'

Shinji started falling. The webbing had melted off.

'_Almost there._'

He rolled across the ground, moving out of a corrosive strike.

'_Almost there._'

"AUGH!" Shinji grabbed his shoulder. The acid had gotten there.

'_Almost…_'

He lied on the ground. His hand was stretched outward, but… it was out of reach. He heard the loud stomping getting closer, yet Shinji wanted nothing more than to not hear anything at the moment.

The tail moved from side to side behind the monster. Should it strike with that? Maybe burn the little bug with it's acid? No. simplicity will have to do.

It raised it's fists up and throws them down…

Immediately, Spider-Man moved out of the way. The ground crumbled under the weight of Scorpion's claws and soon both hero and villain fell. Spider-Man had one good arm to save himself with a web line. Meanwhile, the Scorpion fell into the steaming hot water below.

_In physics, thermal expansion is the likelihood of matter to change in volume in response to a change in temperature. When a substance is heated, its basic particles move around more quickly and by doing so generally maintain a greater average separation._

'_Misato said earlier that the hot springs were connected to a hot river,_' Shinji thought. '_If it had been in pain from the hot springs, then something like this should be enough to take him out… for now…_'

Spider-Man crawled back up the cliff. Shinji would make a return trip the next morning. Although he wished for it, the boy somehow knew he would not be able to find the Scorpion's body when he does. Nor did he believe that it would somehow have been crippled enough to stay down. For now, he made his steps to return to his friends.

As he did, a mysterious figure was watching him from the sidelines. His eyes narrowed.

"So that's HERZ's mistake… too undisciplined. Too reliant on luck. If I had to tangle with him, he'd be dead within the first second. No matter. My heist will go off without a hitch."

* * *

Shinji was thankful he brought a long sleeved shirt with him for the trip.

He crawled down the wall, leaping to meet Asuka and Kaworu at the lounge. He wasn't exactly surprised to see Misato over there as well, talking to Section 2 agents over the situation. The pilots had been attacked at a supposedly secure location. That was bound to ruffle some feathers.

"I want you to thoroughly investigate the area. Get eye witness accounts, anything you can use." Misato turned away from the agent. "SHINJI!"

Not even his spider-sense could prepare him for being caught in a fierce hug by his guardians. There was a strange feeling in his chest as Shinji awkwardly tried to hug back.

"I was so worried about you, about Asuka and Kaworu!" Misato pulled away a bit. She took both of Shinji's cheeks into her hands. "I was worried I wouldn't be able to see you again."

"I… I feel the same way Misato."

Misato smiled brightly.

Kaji came out of the hallway just then. "Never thought I'd see the day Misato acted ike a mother hen. How sweet."

With that any happiness Misato had been feeling was replaced with irritation. She stomped over to the man and pointed at him.

"Now you listen here! You disappeared on all of us, where the fuck were you?"

"Hey calm down Misato," Kaji waved his hands. "I'll explain it…"

Shinji didn't place much thought in that conversation. Instead he turned to see Asuka and Kaworu walking towards him.

"There you are idiot!" Asuka said. "Only you would change twice in the middle of a serious situation."

"Twice?" Shinji scratched the back of his head. "What do you mean?"

"You had been here right after Spider-Man had appeared. You had gotten changed into your student clothes before moving out for something."

Either he had hallucinated his encounter with the Scorpion (which the stinging on his arm proved wasn't the case) or something utterly weird is going on. He had to ask Kaworu about this later, but for now Shinji played along.

"Uh yeah… tried to get better signal?" He said. But then the Section 2 guys came back so I just got changed."

Asuka narrowed her eyes. Shinji knew she was too smart to believe something like that, but hoped wouldn't press.

Thankfully, she did not.

"Fine." She said. "What a shame. You missed out on Spider-Man."

"Ah yes, that man." Kaworu shrugged. "I'm not sure what the fuss is all about. He seemed like a bore to me."

"WHAT? Dammit Kaworu do you have any sense of wonder?"

"I do. He doesn't seem very wonderful to me."

The pair argued over the merits of Spider-Man. Meanwhile, the wall crawler wondered about a time he definitely wasn't there for. Was there an impostor in the midst? Who would have taken his place?

Most importantly, who can he trust?

**Notes for the Chapter:**

> I think you can all guess where this is going, so I can safely tell that the Chameleon Arc is underway! Be prepared for Spidey's most cunning challenge yet! It was fun to weave in the Thermal Expansion idea into the story, even if the science is probably kind of wonky on it. Then again this is Superheroes so it's to be expected.
> 
> With the Scorpion I felt there needed to be some changing up. We had seen one fight with Spider-Man and if you want to have a rematch you should do something different for each encounter. So this one I made bulkier much like his counterpart from the 2017 Spider-Man show. The next time they meet will have a "balanced" Scorpion and an even fight between him and Spider-Man.
> 
> Naoko Akagi has been one of my favorite characters to write. She's a villain who was never really a good person but life did treat her badly for things that weren't her fault, and her refusal to show compassion to others in similar situations just kind of make her interesting for me to write as a villain. When she was with Rei here, it's partial projection about her own insecurities.
> 
> Next time: The Day Tokyo-3 Stood Still.


	22. The Day Tokyo-3 Stood Still!

**Summary for the Chapter:**

> A massive black out struck Tokyo-3 at the worst time, when an Angel attacked! Tensions form between Asuka and Rei as Spider-Shinji focuses on finding the truth behind this sabotage!

** _The Day Tokyo-3 Stood Still_ **

"Abort the test, break the circuits!"

Everything inside of the testing room shut off at those words. Ritsuko Akagi had been performing on an activation test for Evangelion Unit 00. So far, the operation had been a failure, the testing room returning to normal not too long after.

"It's always Unit 00." Ritsuko said. "Alright, let's start the experiment over again."

Next to the doctor, two technicians were monitoring the Eva. First Lieutenant Maya Ibuki was carefully examining the data, typing in the commands for the reactivation. Her fellow technician Shigeru Aoba was doing the same. There was a third seat next to them, empty.

"Things would go a bit faster if Hyuuga were here," Maya muttered. She turned to her colleague. "Do you know where he is?"

Shigeru shrugged. "I think he's out getting the Captain's laundry. Dude's devoted I'll give him that."

It figured. Makoto Hyuuga was known for having a crush on Captain Misato Katsuragi. His chances were slim and he knew it, but Makoto helped all the same.

"Still. he's not helping us getting the work done." Maya sighed. "At least we got our laundry earlier to avoid this issue. Thank you for helping out, Doctor Akagi."

"Always a pleasure." Ritsuko stared at Unit 00. "MAGI systems a go?"

"A go."

The data harvesting began again. Maya couldn't help but be amazed by the numbers and code on her screen.

"It's amazing how much technology has progressed." She said. "We don't just have the Evas, but the Geo Front and the MAGI systems are so far out of what seemed possible twenty or even ten years ago. Can you believe the MAGI being used to decide political elections? It's incredible how much can progress in so little time."

"Yeah yeah, real nice." Shigeru said. "Technophile."

Maya stuck her tongue out. "Need to be one to have this job."

"True enough." Shigeru said. "What a shame they're already thinking of taking the MAGI apart. The super computers were based on the _other_ Akagi so there's worry they're gonna go wacko any time just like she did."

"Aoba!" Maya admonished him, "Don't say it in front of-"

"It's okay Maya."

Maya looked back at Ritsuko, who let out a heavy sigh.

"I know full well that my mother's legacy is being put up to question. Not unfairly either." Ritsuko said. "Let's just focus on the task at hand."

"R-right," The lieutenant looked down. "Sorry."

The rest of the synch test went without a word, as the Evangelion stared back at them with it's large robotic eye.

* * *

"And who are you, little friend?"

Kaworu had noticed the white cat following him a while ago. He had allowed it to follow him for am hour now. It wouldn't be interrupting his meeting with Asuka and Ayanami after all. Still, eventually Kaworu supposed it was dangerous to leave the little creature around. He decided to confront the little creature.

"Wow. You're a tiny little kitten." He held the cat in his hands. "And your mom? Did you lose her?"

He gently rubbed the cat, who hummed fondly at his touch.

"If only I brought some lunch or… hmmmm."

The little kitten licked his face.

"If the mother were here she'd be able to take care of you. If I left you here, I'm not sure who would come. You'd be starving to death. It would be kinder to kill you."

He picked up the cat from the floor. The cat was still licking his face.

"Thankfully, such an action would be unnecessary. I will simply find you an owner."

The boy walked with the cat across the street. Kaworu had studied Tokyo-3's map before coming here. He knew that there was an animal shelter close by.

Sure enough, about a block away there was one. An elderly woman was outside, waving good bye at a couple who had dropped a dog with her. Kaworu smiled, walking up to the woman.

"Hello dear," The woman said. "Is that a kitty?"

"Yes." Kaworu handed the cat over to her. "I found her all alone. Would you please take it from my hands? I do not think I am capable of caring for one."

"Sure thing!" The elderly woman smiled. "You're such a nice boy, coming all this way. Thank you!"

She took the cat with her, walking back inside of the shelter. Satisfied, Kaworu went back to what he was doing. He walked across several more blocks until eventually, he spotted two girls in the distance.

"Hello!" Kaworu waved his hand at them. "I hope I am not too late."

"Kaworu! There you are!" Asuka Langely Soryuu crossed her arms. "We're supposed to head to the Geo Front together. Just what were you doing that required wasting our time?"

"Oh? I forgot." Kaworu said, sheepishly scratching the back of his head. "I found a cat all by herself so I handed it over to an animal shelter. Didn't want to leave it out where it could die."

"How friendly of you." Asuka rolled her eyes. "Now get over here. We have a synch test and we're running late."

"Where is Pilot Ikari?" Rei Ayanami asked. "He is supposed to come with us to the synch test as well."

"Idiot boy said he was getting the laundry for Misato." Asuka said. "I swear, he follows her around like a lost puppy. We'll go without him."

From the corner of his eye Kaworu saw the way Rei's hand clenched. It seemed she did not take kindly to what Asuka had said. Interesting, but inconvenient for **this** particular day.

"I doubt it's like that Asuka." Kaworu said to defuse the situation. "He's probably busy as we speak."

* * *

At the same time, Spider-Man was getting dirty.

Since the encounter at the springs, he had been searching day in and out for the Scorpion. As much as he was able to without alerting Misato to what he was doing. Currently Shinji found his best bet was to investigate the Tokyo-3 sewer system.

The logic was simple. The sewer system was a useful entry way for the monster to kidnap victims. Investigating the system will surely lead to some kind of clue as to the creature's whereabouts. That was the idea.

However, it seemed this lead was a dead end. The boy began suffering nausea from smelling the worst stench his nose encountered in his entire life. Even the brief times he was in Kokoro's sewers weren't as bad as this one.

_"_ _Found anything Shin-man?"_

_"Touji! We can't just say names in the comms, what if we're being spied on?!"_

_"Please Ken, no one has enough free time to be spying on _ ** _us_ ** _."_

Thankfully he wasn't alone. Touji and Kensuke had returned from their Okinawa trip. Shinji had told them everything, causing some confusion and horror from the duo. Kensuke promised to help his friend to comb Tokyo-3 for places the Scorpion could strike.

"Negative, Kensuke." Shinji said. "Just an feeling in my stomach. Wait I think it's on my throat."

"_Try not to hurl over the line._" Kensuke said from the ear piece. "_I was sure this would be it. It's a less affluent area, only a laundry service nearby, less likely for anyone notice any kidnappings. You'd need to a train if you're headed anywhere._"

"_Hey wait Ikari,_" Touji joined in. "_Don't you have a synch test right now? You're pretty far off from NERV, are you gonna be able to make it back?_"

"Technically I do…" Shinji said. "But Misato must have thought it wasn't important given she sent me to get the laundry. Worst comes to worst and I'll say that I got sidetracked by the train."

"_If you say so…_" Kensuke said. "_What are you going to do for the parent teacher conference today? Going to be a hassle calling your dad over I would think._"

"_Shit that's today?!_" Touji yelled. "_My dad's gonna kill me! My grades haven't been doing so hot ever since I started hanging out with you two._"

"_Like you need our help to tank your scores_. _Maybe you could ask the Class Rep for help? She's always looking out for you even when she really shouldn't._"

"_SHUT UP KEN!_"

"Actually I already asked Misato to attend," Shinji said. "The Commander isn't someone who'd handle _grunt work_ like that and she's my guardian so it just makes sense to me."

"…"

"…"

"… What?"

"_Ken I think we got a_ _Momma's boy over here._"

Shinji stopped in his tracks. "What are you talking about?"

"_Ikari, you're a mummy's boy!_"

"C_lassic case of an Oedipus complex! Hates the father, loves the mother and is out on a quest to replace his daddy!_"

"Are you kidding me?!" Spider-Man threw up his hands. "I hate you both right now."

"_Take a joke Ikari! We have to deal with yours all the time._" Touji laughed. "_Still can't believe you've living with a hot babe like Katsuragi. You shoulda introduced us earlier!_"

"Not going to dignify that." Shinji rolled his eyes. "I just hope Misato is having a better day than I am."

The teenager was so distracted by the conversation that he didn't notice the way the lights were flickering. A yellow electrical current was passing through them.

* * *

Misato was having a pretty good day all things considered.

For once she only had light paperwork. She got her renault leased, lectured Section 2 on the finer details of security over the fiasco back at the hot springs, and even managed to sneak some Yebisu on the job. Nobody suspected a thing!

Her heart may or may not have skipped a beat when Shinji asked her to help with the parent teacher conference. Sure she was going to have to do it anyway, for him and Asuka. She's their guardian after all, and the Commander isn't someone who'd handle _grunt work_ like that. It just made sense to her. All in in all, not a bad day.

"Hey! Hold the elevator!"

Until **this** asshole showed up.

Misato pressed the close button multiple times. She had a fleeting hope that maybe the elevator doors would shut fast enough that she wouldn't have to deal with Ryoji Kaji running towards the elevator with a crappy suit and suitcase.

"Hah, got it!"

Such hopes were dashed before her very eyes. Kaji stuck an arm inside of the doors and got in, much to Misato's chagrin.

"Man it's been a while since I ran that hard." He said with that infuriating grin of his. "What's with the black expression, sunshine?"

"It's nausea from having to see you," Misato made sure to keep her face away from Kaji. "Got more _errands_ to run?"

"Like you wouldn't believe. Being an inspector for the U.N. comes with a lot of responsibilities, Misato. You should know given you're a Captain."

"You wouldn't know the meaning of responsibility if it bit you in the ass and tore it off."

"Ouch. What did I ever do to you?"

"Exist… and wear some bad cologne."

"Really?" Kaji sniffed himself and cringed. "Darn you're right. Gonna need to get a refund today."

Before she could make a snarky remark, suddenly the lights went out. Although Misato was glad for any excuse not to look at Kaji's face, the elevator made a complete stop as well.

"Power's out?"

"No it can't be, it's not possible!" Misato started pressing buttons on the panel. "Something's wrong. Could it be an accident?"

"I heard Doctor Akagi was doing a synch test today." Kaji said. "Maybe she made a mistake?"

"Can't be. NERV has back ups upon back ups."

"I wish they kicked in right about now." Kaji said. "Gonna end up late."

Misato raised an eyebrow. "Late for what?"

"My electrician was supposed to be coming to my apartment," Kaji said. "The power's been acting up and so I called earlier so he could fix it. Seems like he's gonna need to make a trip to NERV too."

"Oh relax," Misato kicked the elevator wall. "The back up supply should be switch back on any second now."

* * *

"No sir. The back up generators aren't working either."

Sub Commander Kozou Fuyutski frowned. Central Dogma, along with the rest of NERV, was out of power. This naturally presented a problem to the organization who's job is to destroy the Angels if they can't get the systems that are _supposed_ to detect their enemies back online.

"That can't be!" He said, bewildered at the situation. "Which circuits are still functioning?"

"Well only 1.2 percent of them, only 9 circuits in another 2567."

"Shit." The old man rubbed some sweat away from his forehead. "Connect all remaining circuits to maintain the MAGI in Central Dogma."

"But sir, that could interfere with our life support systems!"

"Do it! We need the MAGI!"

He surveyed the area with a critical eye. Employees were going overtime to restart the systems. Seeing everyone trying made him a bit proud. Humanity is nothing if not a resourceful species.

"Fuyutski, can you explain what the hell is going?"

Commander Gendo Ikari arrived. He brought with him a bucket, adjusting his glasses upon seeing the Sub Commander.

"Everything's down, Commander." Fuyutski said. "We're trying to jumpstart the MAGI systems but no luck yet."

"Hmrr," Gendo placed the bucket down to the floor, taking his seat. "Everything comes back to that woman."

Fuyutski looked down and noticed something. "You're not wearing any shoes."

"Why yes Sub Commander. I am so glad you noticed." Gendo placed his bare feet in the bucket. "It is not as if we are several levels deep inside of an underground military complex with no air conditioning or possibility for cold air. It is not as if everything is so blazing hot that it would be foolish to wear shoes in here. Thank you for your brilliant observation Fuyutski. I can see why I made you my second in command."

At that, the old man couldn't help but let out a small laugh. It was not a normal sight to see Gendo so outwardly crabby. Fuyutski will consider this a highlight of this day.

"Of course Commander. Who am I to question your wisdom?" Fuyutski said. "I think I'll do the same. Probably keep the socks though."

"So long as you kept your feet clean, there will be no problems." Gendo nodded. "I do not want to smell anything strange while we're here."

The two stared at the technicians below. Gendo placed his hands under his nose.

"Has anyone contacted the pilots?"

"Negative." Fuyutski said. "All the phone lines don't work. There isn't enough signal either. We can only hope they're making their way here. They were supposed to have a synch test today."

"Unfortunate. But inevitable." Gendo smirked. "I am just glad _that woman_ hasn't made her way here-"

Suddenly a pair of doors opened violently. Doctor Naoko Akagi knocked over a few worker as she ran towards the consoles.

"NO!" Naoko screamed as she rubbed the computers with her hands. "My babies, my beautiful creations! Someone has tampered with my most perfect babies! Don't worry, I will make whoever did this to you PAY with their lives!"

That overly dramatic display freaked out many of the people in that area. Up above, Gendo and Fuyutski sweat pouring from their foreheads.

"…"

"…"

"Fuyutski."

"Yes?"

"Keep that woman away from me."

"I will delegate that task to Ritsuko."

"Excellent."

* * *

Asuka was getting just a bit annoyed.

She had passed her card though the monitor multiple times already. Nothing. Not even a signal would indicate the swipe was invalid. Something was up.

"Why won't this stupid thing work?!" She yelled. "Can't those idiots do anything right around here?!"

"Could NERV be shut down?" Kaworu asked. "It would seem the lights are gone out here as well."

"That's impossible Kaworu," Asuka said. "There are three back up circuits designed to prevent this sort of situation from happening. it's impossible for all of them to fail."

"I see." Kaworu asked. "What do you suppose could be the reason we're being prevented from entering?"

Asuka rubbed her forehead. "I don't know! Some kind of test? A malfunction? Someone playing us for a prank?"

"Doubtful. No one has enough free time for a prank like that." Kaworu said. "Could it be sabotage?"

Asuka was about to say no, then berate her friend as being a ginormous ignorant fool for **daring** to insult NERV and their impenetrable security… then she remembered that not too long ago a giant Scorpion monster managed to get past security and wreck the hot springs. Perhaps he had a point.

"That might be…" Asuka said. "But who would want to cause a black out here?! We're mankind's only line of defense, it's just stupid!"

"When faced with opportunity humans will find a way to take advantage of the situation it seems." Kaworu shrugged. "We will have to find a way to get inside."

Asuka nodded. She placed her hand on a railing, but a pain shot through her.

"OW!" She yelled, clutching her wrist. "What the hell?!"

The machine and the railing were enveloped in a yellow electrical current. The pilots looked in amazement as it passed, before it disappeared entirely.

"What… was that?" She let out finally.

Rei narrowed her eyes. "It might be an Angel."

"Crap, now of all times!" Asuka cursed under her breath. "No time to waste. We have to get in now!"

She looked around to see if there was another entrance. Ayanami took a step toward Asuka.

"What about Ikari?"

"Do you see him here? No? Well tough luck." Asuka said, turning to Rei. "If he makes it he makes it, but we need to get to our Evas before the Angel blows us all to hell!"

* * *

"Guys? Guys can you hear me?!"

Static rang over Shinji's ears. He took off his mask to pick at his ear pieces. Worry set in the moment the lights in the sewers flickered and died. He needed to be **sure**.

"Kensuke? Touji? Are you there?!"

Shinji was relieved when he heard the static vanish and some rumbling in the audio. The mic had been picked up.

"_Ikari? Ikari!_" He could hear Kensuke now. "_The power's out and it knocked everything on our end._"

"Black out?" Shinji asked. "But then how are you talking to me like this?"

"_I charged my computer overnight. Got enough for a whole day._"

The sound of fists slamming the table threw Shinji for a loop, almost putting him off balance and knocking him to the water. He saved himself just in time by attaching his feet to the floor. One of the advantages of spider powers.

"_Everything's out!_" Touji yelled. "_The TV, the fridge, everything! Just what the hell happened?!_"

"Your guess is as good as mine, Touji." Shinji pulled on his phone. "I'll go out and check if the rest of the city is like that."

"_What about the Scorpion?_" Kensuke asked the natural question. "_Wouldn't he make his move in the dark?_"

Spider-Man had considered that. If he left the sewers now, with the power out as it is, it would be an opportunity for the creature to steal and maim more victims. However if this black out was the result of an Angel attack then Shinji couldn't safely keep searching without endangering everyone to extinction.

Sure Asuka, Kaworu and Rei could probably handle the job just fine… but that wasn't a risk he was willing to take.

"He might." Shinji admitted. "But chances are if the whole city's under a black out, then NERV might be too."

"_You're just gonna let him off the hook Ikari?!_" Touji said. "_What if he's taking anyone right now!?_"

"_Hey that's my mike!_"

"I know! I know the risks," Shinji said. "But we'll have bigger problems on our hands if an Angel attacks. A black out like this isn't normal. I need to get to NERV and see what's going on."

He heard an frustrated groan on the other line. Touji was muttering something under his breath, before resuming.

"_You better get that fucker next time._"

As if Spider-Man was going to say no to that.

"Definitely. Keep me posted guys. Heading back out."

He jumped up to the ceiling and stuck to the wall. Spider-Man crawled along it, having to use his hands to get a feel for the environment due to not being able to see in the dark properly. At least his spider-sense wasn't kicking in. It would be terribly inconvenient to fight the Scorpion right now.

'_Either him or Vulture._' Shinji thought. '_Kinda surprised none of my bad guys came back for revenge or anything. Last time I saw Shocker he was working for that Samurai guy, He seemed to have it in for me. Maybe they'll come back and finish me off. Heh, unlikely. I don't even know if they're still around._'

A lot of Kokoro had been ravaged those months ago. Lots of people died in the struggle, many more had gone missing. Among the listed missing reports had been Shocker and Vulture, so the possibility of them coming back wasn't completely out of the question.

'_I wonder though… if they did survive, would Kotei turn up as well?_'

One of the missing people had been Tsuyoshi Kotei. Shinji had complicated feelings for that boy. A bully who also happened to be the class representative, he had tormented Shinji for years over a stupid misunderstanding and it was partly his fault he had been stuck cleaning the lab when _the bite_ happened.

Even though he had seen a better side of Kotei when he stood up for Rai and pushed him to apologize to Mayumi (for all the good that did…), Shinji was one hundred percent certain they would never see eye to eye. Pain was pain, and he didn't forgive it so easily.

With all that said, he wondered what happened to Kotei during the Kokoro crisis. The last time Shinji had seen him was in school. That had been destroyed not too long afterwards. In the months before he had to leave for Tokyo-3, when Spider-Man was the one searching for survivors Shinji hadn't encountered him.

He wondered if Rai had heard the news about what happened to Kokoro, and how he had taken it.

'_Rai… Oh God, he and Sunako…_'

Rai and Sunako Shiraishi. Both had gained powers from being experimented on by HERZ, NERV's secret science division in Kokoro. Shinji had managed to rescue them from being captured and the last he saw of them was them leaving the city for parts unknown. With Tachiageru Yamagishi's revelation that their bodies will decompose over time Shinji had despaired over the thought of them meeting painful ends.

In moments like these he wanted hope that maybe they were safe. That they had managed to lay low and find help somehow.

He sure as hell hoped he didn't jinx himself.

"Ah, here it is."

Finally finding the lid, Shinji pushed it aside, blinking away the harsh light that welcomed him. His eyes refocused to find an empty city street.

"_See anything Ikari?_" Kensuke said from the line. "_I'm checking the streets and I don't think anybody's outside._"

Shinji did a brief glance around. "Yeah, it's pretty weird. There's usually traffic at this hour."

It was pretty strange indeed. There'd usually be a soul or two out at least during the day, but it seemed that wasn't case. Even the cars were left by themselves, the train just a bit above the street lying motionless.

"Wait…" Shinji said. "There's someone up there! Turn off the comm to save battery, Aida. I'll call back soon."

Spider-Man jumped quickly, landing in front of the lone stranger on the tracks. A bespectacled man dropped some bags and raised his hands in fear.

"Holy crap you're the Spider-Man!" The man said. "Don't hurt me, I swear I won't call on you!"

Shinji rolled his eyes underneath the mask. You'd think after some time people would see he wasn't going to hurt but it seems not. His eyes widened when he recognized who this man was.

'_Crap it's Hyuuga! I was supposed to help get Misato's laundry and I totally forgot._'

As Shinji hoped that Misato wouldn't kill him when he got home, Makoto stared at Spider-Man with increasing horror.

"Were you the one who caused all of this!?"

"Uh, what? Even if I had the resources and planning to to cause a massive blackout on Tokyo-3, the place where Angels show up every other weekend to kill everyone, would I do that?" Spider-Man pointed at him. "You answer my question! What's going on, where's everybody? Isn't NERV supposed to have back up power generators?"

"Why would I tell you anything?" Makoto shook his head. "Actually scratch that, I may need your help anyway. Yeah we're supposed to have back ups upon back ups. If we got something to take down the whole system that means-"

"Someone or something took it out." Spider-Man crossed his arms. "Who could pull this off?"

They heard a plane coming through. Makoto recognized it in an instant as a voice could be heard everywhere.

"This is the third district JSSDF. An unidentified object is moving towards this area. All residents must evacuate to their designated shelters!"

'_That explains the empty crowd.' _Shinji thought._ 'An Angel attack. What God did we piss off this time?_'

"Shit, shit shit! I need to get to headquarters! They need to know!" Makoto looked over to the web slinger. "My name is First Lieutenant Makoto Hyuuga. I can't believe I'm saying but, I'm gonna need your help."

"Right. We need Evas to fight Angels." Spider-Man said. "I can give you a ride there no problem."

"You sure? You look kind of scrawny."

"Why does everyone say that? I lifted buses before!" The wall crawler turned around and sighed. "Just hang on."

Makoto looked around nervously. If word got to headquarters he got help from a vigilante he could land himself in big trouble. However there wouldn't be a headquarters if the Angel got there first. Swallowing his fear, Makoto decide to take a leap of faith.

He picked up the clothes he had just recently got from the laundry and grabbed onto the kid's back.

"Hey…" Makoto nervously said. "This is safe isn't it?"

"I wish I knew."

**THWIP!**

Spider-Man swung through the air, making Makoto yell in fear. It was kind of annoying for Shinji to be honest.

"Slow down, I'm getting dizzy!" The lieutenant shouted in vain, the winds making his eyes narrow. "Crap I just remembered. Have you seen this kid? Brown hair, blue eyes, looks like he could break down and cry any second?"

"Uh, no I haven't." Spider-Man felt sweat from his forehead. "I only saw you. Maybe he ran off?"

"Figured as much." Makoto chuckled a bit. "He was supposed to help me get Katsuragi's laundry but he left me in the dust. Not a bad pilot but definitely a dumb kid. Need any help with directions?"

"Nah. The spiders told me just now. I know where to go." Spider-Man said. "It's cool I have them at my command. They see **everything**, Lieutenant. You better watch yourself or they'll get mean."

Makoto gulped just a bit loudly, much to Shinji's admittedly petty satisfaction.

* * *

"Looks like the power's still out."

Ritsuko felt an irritated eye twitch coming after hearing Maya say that, giving the doctor reasonable cause to be rename her "Lieutenant Obvious." She moved the fan a little faster, trying to regain some chill in the hot furnace that had once been the Geo Front.

"It seems so, Maya." She said in a sardonic tone. "To think that we had all the advanced technology in the world and here we are. Back to square one."

"Nothing that can't be fixed, Doctor Akagi." Maya said. "It's a problem, but humans find a way to thrive no matter the situation. We'll manage it."'

Ah yes, the optimism of youth. Ritsuko wished she had relished that while it lasted. From the corner of her eye she spotted the Commander and Fuyutski staring down at the rest of NERV. As the most self important of men will do, they raised themselves above the flock to make sure everyone knew their place. The technicians worked up and down under pressure while they sat there and do nothing but observe.

"It must be so cool for them." Maya said naively. "How can they sit so calmly with how hot things are in this place?"

"Don't give them too much credit. They're also feeling the heat. They're just better at hiding it."

Both women shivered at the voice. Doctor Naoko Akagi deigned them with her presence, passing off a data chart over to her daughter.

"I salvaged as much of the data from what my **beautiful** children would be able to recover." Naoko said. "I believe you'll find the results rather fascinating."

Maya narrowed her eyes in contempt."Wouldn't your mechanical arms also be knocked out from the black out?"

"A common mistake, Lieutenant." Naoko grinned. "They have a built in power source to prevent these situations from happening."

"How fortunate," Ritsuko scoffed. "Have you isolated the cause of it?"

"Perhaps. Maybe." For a second the elder Akagi looked a touch humbled. "I ran a dummy program to check how the systems were affected. The power generators are, in fact, completely intact."

"Intact?" Ritsuko said dumbly. "How is that even possible?"

"It is as I said. The electricity is still there, but something is manipulating the flow in a way that is affecting the base."

"But that's insane! " Maya was astonished. "No one can do that!"

"A few months ago I would have agreed with you." Naoko said. "However, we shouldn't discount the possibility that there is someone who can do this very thing."

Ritsuko knew what she meant. In the months Spider-Man had been sighted several so called "super-villains" had sprung from seemingly nowhere, captured on live footage and given ridiculous names. Of course Ritsuko knew the truth, that most of these individuals were products of NERV's secret science division, HERZ. SEELE had not been pleased with two of those experiments managed to escape their grasp…

"Are you saying we're being attacked by…" Maya spoke in a particularly bewildered tone. "One of those mutants?"

"I'm not saying it as fact It's just a theory." Naoko brushed some hair. "I'm just saying it would explain the odd energy patterns, the strange way the electricity is being manipulated. Until we have official confirmation I can say no more than that. One thing for sure is that we're facing an act of sabotage."

"But… but-" Maya took a step back. "NERV is the only chance against the Angels! Why one of our own kind want backstab us like this? That's insane!"

At that the elder Akagi gave out a rueful laugh.

"No offense Lieutenant, but you been paying attention to the last four billion years? Humanity is **absolutely** **insane**."

* * *

Carrying a (supposedly) adult man while web swinging was, in Shinji's professional opinion, a pain in the butt.

Hyuuga kept swearing and praying to God over his ear which didn't do Shinji's concentration any favors. He tried to keep it safe by swinging low on the ground but not a lot was making this trip any more tolerable.

At least he knew they were getting close to an entrance. There was a highway break that led into NERV HQ, and in only a minute or so Spider-Man would make his stop, leave Hyuuga there, come back as Shinji with no one the wiser.

It should really be a piece of cake. Which, in Shinji's pessimistic mind, meant that it'll probably going to go to hell any second now.

"I- I think I see it," Makoto said. "The entrance! Just leave me there."

"Got it!"

One last whirl around the web line and Spider-Man made an impromptu landing. The judges would have scored that a 6 or a 7 if they were there. The nerdy lieutenant, letting his biases get the hang of him, would only give it a 3 as he dropped to his knees in relief.

"Oh God that was horrible." Makoto said, sighing in relief. "Well I'd say thanks a lot Spider-Man but you should probably get out of here. NERV doesn't take kindly to vigilantes."

"Aw no sweat it Lieutenant." Spider-Man said about to turn around. "Just make sure NERV keeps it's eyes on the prize instead of chasing after little ol' spiders like-"

**SPIDER-SENSE!**

Spider-Man immediately webbed Makoto to the ground, narrowly avoiding the gun shots.

"What the hell?!" Makoto shouted. "Who's firing?"

"Your boss probably." Spider-Man said. "This is a bit overblown though, let me have a talk with these gentlemen."

The web slinger zipped across the street and into the tunnel. He spotted it, a large van surrounded by men with guns. They looked like they could be Section-2 agents, with their black suits and sunglasses. The difference was in the small details. Their clothes were looser, their weaponry more advanced than the measly pistols Section 2 agents would carry. They are clearly up to no good.

"Okay fellas, how about I take you for a ride!"

He webbed up to one of the goons. Just before he could fire, Shinji rolled in and kicked the man away, before launching another web line at another goon, and kicking him. The Web Strike, as Shinji oh brilliantly named it, was a technique he had spent hours getting right, and boy was it paying off as he rolled back to the ground.

"How hard can it be to shoot this fucker-" The man didn't get a chance to say much else as his mouth was covered in webbing. "Gugh!"

"Whoah you kiss your mother with that mouth?" Spider-Man joyfully yelled as he jumped away from another bullet hell. "Here, let me get the soap!"

Landing between two other assailants, Spider-Man clobbered them both with his fists, then used both hands to shoot more webbing at the last man standing, sticking him towards the van.

"Please don't hurt me!"

Spider-Man got closer to the webbed goon, placing his hands on his hips.

"Considering you tried to kill us, I'd say we're being pretty lenient just webbing you there. Now how about telling me and the Lieutenant over there what you're up to?"

"Look, we're just here for a job." The man said, "We're supposed to be waiting for a spy to deliver a package to us. We had an agent of ours go inside to get it from him, but he hasn't reported in yet! I swear!"

So it **was** sabotage. Shinji grit his teeth, trying to keep the anger in check.

"That's all well and good, but you wouldn't happen to know who the spy is do ya?"

"No man, we don't get paid enough for that crap." The man said. "Our guy might know something. He's inside the complex I think. That's all I know, I swear."

Spider-Man had a pretty good idea of who "their guy" could be.

"I believe you. Now lights out."

He punched the man someone out. Hearing the sound of footsteps, Spider-Man turned to see Hyuuga walking up to him.

"Did you find out what they might want?" Makoto asked.

"These guys wanted something from NERV, so they caused the black out to get it." Spider-Man said. "Any idea what they could be after?"

"Not a clue. I need to hurry back up to base and let everyone know what's going on."

"You do that." Spider-Man turned around. "Meanwhile, I'm gonna try to bring in the other culprit."

Makoto shimmered a bit as he watched the wall crawler jump up to the ceiling. "You can't just break into NERV property!"

"Watch me."

Spider-Man punched through a vent, tossing the cover to the side and climbing in. Only one thought came to Makoto at the moment.

"I'm gonna get so fired…"

* * *

Being cramped inside of an air vent was not something Asuka looked forward to.

If things were went her way the pilots would have been at the hangars being briefed on the situation just fine. They'd fight the Angel, high five, then berate Idiot Shinji for being late. But no. Instead, she took the lead from her fellow pilots. Now that wouldn't be so bad if she knew where she was going.

She did not of course. Not that Asuka would admit it out loud. Who can blame her though, why did the map have to be such a pain to memorize?

"So does anyone know why do Angels show up?"

It was better to start a conversation rather than let the quiet get to her. There was a subtle shake of Kaworu's head, while Rei remained impassive.

"Doesn't it bother you at all?" Asuka continued. "I mean, we're humans and they're big freaky space aliens! What could they possibly want from us that they can't get anywhere else?"

Kaworu shrugged a bit. "I assumed they were after our music. Bach is certainly delightful."

"Don't be stupid Kaworu." Asuka continued. "No way an Angel would go that far just for some music. Why are they attacking us? Why Japan only?"

"For the challenge perhaps?" Kaworu said. "Maybe they see the Evangelions as an affront to their existence. A blasphemy to be destroyed."

Asuka considered it. "That might make sense, but if they wanted to destroy the Evas, why take out the power to the city? Wouldn't a one on one fight be more satisfying for them? Crap why don't they just attack all at once?"

"You know, I'm not quite sure myself. It would be smart of them to team up. Oh well." Kaworu conceded. "Also, you're assuming that the Angels cut off the power."

"Pfft, as if anyone was dumb enough to take out NERV." Asuka scoffed. "Then again, you never know."

"Maybe there is something in Tokyo-3 that they're after…"

Neither Asuka nor Kaworu expected the third voice. Rei kept her head low, staring at her own hands.

"Really?"Asuka said. "What do you think they'd want?"

"I am not certain…" Rei said. "They could be lured here. No other bases have been attacked according to reports. I doubt this is a coincidence."

Kaworu seemed to shiver at something. His eyes narrowed, as his foot gently tapped the floor beneath him.

"Hmmm… good point." Asuka said. "Something's fishy here."

Otherwise, nothing else makes sense. They come to destroy humanity but instead of attacking in numbers across the continents they go for one spot in the whole world. If NERV knew something there'd be reason to stock up Evangelions and leave Germany defenseless. Just what else is going on underneath?

**CRRREAAAK!**

Asuka heard the sound, quickly turning to find the floor had given away. Rei was still there, thank goodness, but Kaworu was not.

"KAWORU!" She yelled, searching through the hole formed in the vent. "WHERE ARE YOU?"

At the bottom of said hole, where circuitry and power cables could be seen, Kaworu was clutching at his foot while crouching.

"I'm quite alright Asuka." He said as if he was speaking about the weather and hadn't suddenly fallen across a high place. "I'll find my way to you. Make haste!"

He ran off in some random direction.

"Wait where are you going?! Urgh!" Asuka said. "First the dork and now him? Idiots."

No use complaining now. She moved over to take Ayanami by the hand, bringing her over to her side and avoid falling.

"So I guess it's just the two of us eh Ayanami?"

Rei said nothing. She moved in front of Asuka.

"We have been moving in circles because of your lack of direction. I will lead the way."

… well she didn't have to say it like _that_. At least it saved Asuka the trouble of having to ask.

The girls made a right in the vents. The walls above them vibrated, no doubt due to the Angel making it's presence known.

Asuka didn't like the quiet. Things were uncomfortable as they were stuck in these vents, they didn't need the silent treatment to go along with it.

"So… what's with you and the Commander?"

Rei Ayanami turned her head towards her.

"What do you mean?"

"Oh nothing," Asuka said. "From everything I heard, he seems to hold you in high regard. What's it like being the favorite?"

Asuka could tell she did something wrong when Rei went from the emotionless mask she had before to outright frowning.

"You presume much."

A twitch of the eyebrow.

"What do you mean by that?"

"You do not know a thing about me, Pilot Soryuu."

"I know, why do you think I asked?"

The vents started shaking.

"There are things I do not want others to know. You should respect them, Soryuu."

"Respect?" Asuka punched the wall in frustration. "You haven't been respecting me since this whole mess got started?!"

Rei glared at her. "You insulted Ikari."

"Is that it?!" Asuka kicked vent. Her repeated kicks were shaking the vent. "It's just a stupid joke Ayanami don't get your panties in a-"

**CRRREEEEAAAAAK!**

The vent gave away, landing the two of them onto the floor. Asuka clutched her head.

"Ow, that hurt," Asuka recovered first. "Where are we?"

"A remarkable coincidence, we were looking for you."

Asuka turned her head to find Doctor Ritsuko Akagi and Liutenant Ibuki staring down at them. Ritsuko's face was impassive.

"Where are Ikari and Nagisa? The Angel is getting closer."

Rei stood, dusting up her uniform. "They are indisposed. We have yet to find Ikari, and Nagisa had separated from us due to an accident."

Ritsuko looked over the railing, watching the workers pull at ropes, before sighing.

"The Commander's going to be disappointed." Ritsuko pointed to the Evas. "But we don't have a lot of time. Get the plugsuits and go."

* * *

_"_ _Hey Ikari? Come in Ikari? What's the hold up?"_

Spider-Man crawled among the vents himself. He heard a loud noise just a bit earlier so he tried to hurry up.

"I'm fine, Kensuke." Shinji said. "Just a bit rattled from the fire fight."

_"_ _WHAT?! YOU GOT SHOT?! YOU BETTER EXPLAIN YOURSELF IKARI, WE NEED ANSWERS!"_

Shinji winced from the loud voice. "Hey it wasn't like I was looking to get shot! These guys were outside of NERV and I had to kick their butts. Apparently they sabotaged NERV's systems for a heist."

_"__A heist!?"_ Touji yelled. _"Who's the dumbass who came up with this, I wanna punch em!"_

"I have an idea on who they could be, Touji." Shinji said. "But I don't think I like the answer."

His hand vibrated at touching the wall. It was a brief second, but it Shinji had seen it. Yellow sparks that flowed through the systems. He was getting close.

"Ikari, I'm getting static on your end." He heard Kensuke say. "Where are you?"

Looking around, Spider-Man spotted an opening. The sparks were all concentrating on that one duct.

"If I'm right," Shinji said. "I'm right near the core."

A punch through the lid. Spider-Man dropped down from the ceiling, finding himself in an abandoned hallway. Circuitry glowed and dimmed everywhere, the sound of heat exhaustion putting Shinji on high alert.

NERV had a lot of redundant systems in place to protect itself from possible intruders and sabotage. Such a large scale disruption would best be served near the core of the MAGI.

_"_ _Ikari, I was looking at some stuff while we were in radio silence. There had been an unidentified van brought here earlier this morning, an hour before the black out began."_

"That's probably the van I found outside of NERV." Spider-Man realized. "Keep going Kensuke. What else did you find?"

His hairs stood up from the magnetism around him, the hums flowing across the airwaves alerting him to where he needed to be. A few steps closer.

_"__That's not all,"_ Kensuke continued. "_The guys driving the van? Government mercenaries. Presumably hired for the job._"

"Mercenary? Kensuke, where'd you find this stuff?"

"_My dad works at NERV. I hack into his stuff sometimes. Anyway, they were apparently carrying some kind of huge case in their van. Did you see what was inside?_"

**SPIDER-SENSE!**

"Not really." Shinji said. "I'll call you back guys. My spider-sense is kicking in."

As he turned off the comm, Spider-Man noticed a yellow outline formed around his gloves. He let out a small sigh. Someone was behind him.

"Shinji?"

Welp. No use wasting time. Shinji turned around.

"Shiraishi…"

Rai had changed. He had skin tight black armor, with sparks flowing across it, jumping restlessly. While before the electricity made his face disappear in the light, now a clear outline of his features can be seen. The former student had a harder look on his face. Whatever he had seen, Rai was not well.

"My God…" He said. "I'm so glad to see you!"

Of the things Shinji Ikari had expected, he did not think he would feel the sensation of crushing arms on his back, sweet whispers of gratitude over his ear.

"I didn't expect to see you here… well, I knew you were here 'cause you're a pilot now but with the mess I heard about Kokoro-" Rai moved away, smiling. "Sorry. I just haven't seen a friendly face in a while."

That wasn't good.

"I'm happy to see you too. Trust me." Shinji tried to assure. "But what are you doing here? Where's Sunako?"

Rai's smile had lost some luster. "Sunako's fine… we're fine. We're hanging on. Not by a lot, but we are."

"That's good to hear." Shinji looked around. "You wouldn't happen to know who those guys outside? Came in a van?"

Hesitation. Rai looked down, ashamed.

"Ikari… I can't answer that."

"Why not? You know em?"

Shinji didn't need any spider-sense to know where this was leading into.

"Do you remember… how we got our powers? Some guys in lab coats gave us these things?"

HERZ. Yes, Shinji remembered.

"I helped you save Sunako from them. Did they…?"

The electric boy looked away. The sparks flashed harder.

"We couldn't outrun them. Not for long." Rai said. "It was a month after that whole she bang in Kokoro. I wanted to go back to the city to find you but Sunako told me not to. Said we would have been caught if we tried. Not that it mattered. We got caught a week after that. Sunakp's boss, Yamashiro and those lab guys… they were working for bigger guys."

Shinji knew exactly who he was talking about.

"SEELE."

At that Rai looked surprised. "You know about them? Ah, I guess being the Commander's son has it's advantages huh?"

"What? No nothing like that!" Shinji was quick to shake his head. "Not too long after you left I discovered who they were. Mayumi's father worked for him."

"Mayumi?" Rai's eyes widened. "Her dad worked for those bastards?! Where is she?"

"That-" Shinji choked on himself. "Look just how did you get involved with them?

"You know how powerful they are. They found me and Sunako. They kept us locked up for days testing and probing and hurting us.… Then…"

Spider-Man took a step back.

"Shiraishi, you're not saying…"

"We've been doing their dirty work for them." Rai glumly said. "Sunako's still at the lab and I haven't had sleep in days. Right now, I'm supposed to meet a guy. He's supposed to have Adam in a box."

"Adam? He's here?"

"So you know about _that _too." Rai said. "SEELE's nervous. Lilith was meant to be bait for the Angels, but the Commander also getting Adam wasn't something they're keen on. They want me to take it back and find someone to blame as the perpetrator or something."

"And you're just going to hand it over to them?"

"Do I look like I have a choice?! They have Sunako. I need to find my partner and get the sample. Do you know where they are?"

"I don't know…" Shinji remembered something. "Can your partner shape shift?"

"He can. You met him?"

Spider-Man took a step back. "You gonna tell me who he is?"

"Depends." Rai took a step front. "Are you gonna stop me?"

This was it. The moment of truth. Shinji had to pick an answer or else there would be a fight on his hands.

The thought of letting Rai go with Adam… it was tempting. Take one card out of his father's deck, it might make things easier. Maybe, if Rai was so willing, he might learn the identity of the impostor who wore his skin the day at the spa.

But… the thought of SEELE having an advantage gave him pause. Naoko had mentioned how powerful they were. If they had things on their arsenal…

"I don't want my Father to have all the cards." Spider-Man said. "But I don't think SEELE should have it."

"I see." Disappointment scratched itself on Rai's face. "Then we're at an impasse."

"We're not. I can help you-"

Before he could say anything more, Electro raised his hand, which glowed yellow.

"No. You can't."

* * *

You know what would be great to do after crawling vents for a couple of hours? Doing more vent crawling immediately after it. Of course.

Asuka sighed as she made her precious Unit 02 crawl through the dirty escape hatches. Ordinarily they would send the Evas through a launch system, but due to the power outage there was nothing they could do.

She wondered how Wonder Girl could take this in her clunky inferior model. At least she didn't have to carry around this big gun on her back.

"All this because of the Angel," Asuka said to herself. "Please tell me we're almost there Ayanami."

Rei did her best not to point out the many times Asuka had asked her this question within the past hour. She shook her head as patiently as she could manage, leading the way again. They came across the shaft entrance.

"We are here. Be careful."

A swift kick from Unit 00, and the door fell across the manhole.

"This will be a difficult task," Rei said. "The Angel is above us, so we must remain cautious."

Unit 00 climbed up the shaft, crawling the walls with her feet and hands. Unit 02 struggled to keep up behind it.

"Hey slow down will ya?" Asuka said. "We're supposed to be working together!"

"You need to keep up, Pilot Soryuu." Rei said. "The Angel might make it's descent any second now."

"Okay so what the hell did I do to make you so mad!?"

"You are arrogant and disrespectful."

"Don't give me that shit, Ayanami." Asuka's patience, as limited as it was, had officially ceased to exist. "You've been like this all day and you won't explain why!

"I do not need to answer anything, Soryuu." Rei's eye started twitching. "You are distracting us from the mission."

"No, your attitude is distracting me!" Asuka yelled. "Answer me you goddamn Doll!"

At that. Unit 00 stopped dead in it's tracks.

"I am not a doll."

Rei had said it so quietly yet so angrily, the first time Asuka had heard her used that tone. it disturbed her.

"I am not a doll, Pilot Soryuu. A doll might be cherished and cared for by it's owner. I am less than even that lowly standard. I am expendable. You are expendable. We are nothing but tools for the Commander and NERV to destroy the Angels. Nothing more. The very minute we are done with our purpose we will be nothing. You are nothing. You don't understand and never will you insipid-"

Just then, a disgusting slurp came from the ceiling. A liquid dripped unto Unit 00's hands, melting them.

"Nghhh…" Rei grunted in pain. "AAAAAAAHHHH-"

It was acid, and it burned like hell. The hand slipped, causing the Evangelion to fall. Too late to save herself, Rei's Eva fell right on top of Unit 02, sending them both tumbling down.

"Nggghhh, No!" Asuka yelled. "We're not gonna die because of a shitty Angel!"

With careful timing and quick thinking, she managed to grab onto the entrance they came from. She gripped Unit 00's hand as hard as she could.

"Shit!"

Asuka turned her head up. She couldn't see it in full, but there was no mistaking it. That was definitely an Angel above. The MAGI identified it as Matareal. It had a enormous spider body. It spat out acid from it's stomach.

On any other day even one of them could take this one out with no problem. As it stood, they were at a major disadvantage.

"Look Ayanami," Asuka pulled up her fellow pilot to the entrance. "You have a problem with me. I have a problem with you. But right now we need to work together and kick that thing's ass. Truce until this is over?"

Rei clutched her hand in pain. She did manage a nod though.

"Good." Asuka smirked. "I got an idea."

* * *

'_How did I get myself into this?_'

Spider-Man jumped around the room, avoiding Electro's blasts as they landed. Everywhere, the machinery had been going haywire from the power being added and subtracted.

"You're not getting in the way, Ikari!" Electro yelled. "I need to save my sister! You understand don't you?!"

"I do!" Spider-Man dodged another bolt. "But this isn't the way!"

"Fuck off with that!" Electro's eyes glowed in anger. "You have no idea what we've been through."

Shinji needed to think. It's too cramped to keep swinging forever, and the bolts are getting stronger.

Spider-Man grabbed a panel and threw it at Rai, who shoved it away.

"I hope you have a better plan than-"

A swift kick in the chest shut him up. Electro staggered as Spider-Man jumped to the ceiling. The web slinger bounced from the wall to his opponent again, punching his gut, then retreating.

Hit and run. A rather basic strategy. With someone as powerful as Rai, Shinji would need to move quickly and hit when he could.

'_Looks like your suit's not as invincible as your face._' Shinji thought. _'If I can keep this up, I might be able to get Rai to leave._'

He didn't want to hurt his friend, but he needed to do whatever it took to get him out of here. Adam wouldn't be safe with SEELE, and if NERV captured Rai… Shinji didn't want to know what he'd tell them.

With each hit, Electro was getting angrier.

"Reminds me of back then. You attacked me first." Rai said. "Just so you remember, I tried to reason with you this time. You're responsible."

Rai summoned energy from everywhere, making his body glow.

"TAKE THIS!"

A wave of power burst from him, sending Shinji flying into the air. He got knocked into a nearby wall, which he quickly attached himself to.

"I don't, ah, suppose I can convince you to not do that again?"

Rai smirked. "Not a chance."

**THWIP!**

He caught the web in his hand so easily.

"Nice try. Get a new trick though."

The shock instantly paralyzed Shinji. He fell to the floor, his body covered in pain.

Electro, for his part, was not feeling very sympathetic. He walked over to Spider-Man- not Shinji in his mind- and raised his hand.

"If your'e doing spasming on the ground, where's my partner?"

Spider-Man tried to swipe at Electro's foot, but Rai just raised his leg stomped on his foot.

"AAAAAAAAAHHHHHHH-!"

Rai tried to ignore the cries as he continued, "I can make the pain stop. Just tell me what I want to know."

Spider-Man coughed. "Sorry… Shiraishi…"

He just had to make this difficult huh? Rai's hand burst with electric sparks once more.

"I'm sorry too."

Shinji prepared for the inevitable. Rai was determined in his mission and he was just standing in the way. The sparks fizzled to life-

"I think that will be unnecessary."

-But nothing happened.

Instead, Shinji saw a wall made of orange light, with waves created from Electro's bolts. Rai was confused, before he frowned.

"Oh…" Shiraishi looked up, having already guessed the intruder. "So it's you."

Kaworu Nagisa dropped… or rather floated from his hiding place above, much to Shinji's shock and confusion. He landed on the floor with elegant ease, not a hair out of place.

"I suggest you leave now, Electro." Kaworu said. "The Angel will die soon. I will deal with this matter personally."

"Affirmative." Rai smirked at Shinji. "You're lucky you made friends in high places, Ikari… see ya soon."

With that, Electro disappeared into a yellow electrical current. The systems slowly turned back online one by one, illuminating the chamber. As it happened, Kaworu turned towards Spider-Man.

"You have questions, Ikari. I'll answer them later. For now, we need to get to the Evas."

Shinji nodded. "Right."

* * *

"Ready?"

Asuka and Rei got prepared. They figured out that every minute or so, a splooge of acid would rain from the ceiling. They had one shot at this.

"Ready."

Unit 02 went in first. Asuka latched onto the walls, forming a barrier between her and Rei.

"Alright you ugly son of a bitch, come and get- AAAAAAHHHHHH!"

The acid dripped fast. It **burned **like hell, making Asuka cringe through the pain. It reminded her of the molten hot lava she experienced fighting another Angel.

"Position Target in the center."

Unlike that time, however, this was deliberate.

Unit 00 climbed atop of Unit 02, readying the rifle in it's hands. Rei had carefully calculated the time it would take until another acid drop, and there was no mistake.

"Pull the switch."

She opened fire. Within seconds, a loud explosion was heard. The Angel above died without fanfare.

That in itself did not do much to save them from their current predicament. The two units both started free falling down the shaft.

"Mein Gott," Asuka said too tired too yell anymore. "If we had to get splattered like this at least we did it killing an Angel."

"I… suppose that is a considerable accomplishment." Rei accepted. "I do not wish to die though.

"None of you will."

Suddenly the lights came back. A panel appeared beneath Unit 00 and Unit 02, and they both fell on top of it.

"What the hell-?!"

"Super convenient isn't it?" The voice of Naoko Akagi was heard over the intercom. "We managed to restore power as you were taking out the Angel. We're bringing you back to base now."

It was super convenient. Something fishy was going on, though Asuka didn't question it now. She just wanted to get back home.

"Thank you Soryuu. You did your part well."

Asuka was surprised to hear that from Ayanami. Rei was smiling at her from the comm link. As thanks, Asuka let out a smile of her own.

"No problem. I try to be the best after all."

After being lowered enough, the panel turned left. The Evas were returned to the cages. Several people could be seen in the hangar.

"Asuka, Rei, good work on the Angel." Ritsuko said over the intercom. "We also found Shinji and Kaworu. They are here with us."

"Oh really?" Asuka glared at the screen. "Idiot Shinji! Moron Kaworu! What were you thinking, leaving the mess to ourselves!"

"Haha, well, I kinda got stuck in traffic and couldn't find a way back here fast enough." Shinji said. "Sorry."

"I ran into him in here." Kaworu looked at Shinji knowingly. "We found our way back."

"Try to avoid situations like that in the future Pilot Ikari." Rei said. "The fate of the world is on our shoulders."

Shinji nodded. "I'll try to get here faster, Ayanami."

The screen cut off as the Evas were preparing to be stationed back into the pens. Shinji was relieved that they managed to beat the Angel without him. That relief disappeared when he felt a shadow loom over him.

"I am disappointed in you." Gendo said. "I worked hard to set up your entry plug, but it seemed to be a waste."

Was he seriously going to pull this shit? Really? Shinji couldn't believe it.

"Sorry to disappoint, Commander." Shinji smiled at him ruefully. "Some things just can't be helped."

There was a tension between them. Gendo looked away first.

"Try not to repeat this incident again. Your pilots need you."

Like Shinji needed to be told twice. Certainly not from this jerk.

"I know."

* * *

Somewhere else at NERV, Makoto Hyuuga was lost.

"I'm glad that the power came back," He said to no one in particular. "Now I need to find Misato. Or Akagi. The younger one not the elder one. Naoko is all sorts of creepy."

He stepped next to an elevator. Suddenly it opened.

"Freedom!" Misato yelled. "Makoto! Quick, is the Angel defeated?"

Makoto was surprised. He recovered though.

"Um, I just got here myself?" Makoto said. "Although we're not dead so I guess we beat it. I brought the clothes for you!"

Misato grabbed them from him. "Thanks Hyuuga. Wait, where's Shinji?!"

"He's fine, Misato." Ritsuko came from the hallway. "We beat the Angel and saved everyone."

"Ain't that nice." Kaji said smoothly. "Hey Ritsu-poo."

"Guys, you won't believe what I learned." Makoto said. "We have a traitor in our midst."

Misato stared at him. "You better explain. Now."

Kaji rubbed his collar. "Right. I'm gonna goooo…"

"Not so fast Agent," Ritsuko said with a knowing smile. "The Commander wanted everyone to be debriefed. Including you."

In the back of his mind, Kaji cursed at his luck.

* * *

The night was beautiful.

Asuka and Rei lied down together on the cliff. It overlooked the whole Tokyo-3 area, The city shined bright, the power having been restored fully hours ago.

"The night's quite pretty isn't it? Stupid Shinji said he and Kaworu wanna have a talk. Let 'em have it. Why waste time when we can enjoy the stars?"

Rei Ayanami allowed herself a little smile.

"They are quite nice."

"Yes they are Ayanami." Asuka paused briefly. "So the Commander doesn't care much for you does he?"

Rei didn't say much. Not usually. But this time…

"I thought he loved me. I was wrong."

"Yeah, I know how that feels." Asuka whistled. "I thought I was the favorite for a time… what a fool I was. They'd throw me away the first chance they got."

"Katsuragi cares for you. So does Nagisa. And Ikari."

Asuka sighed. "That's true. He cares about you too, ya know. Stupid Shinji I mean. I've seen the way he looks at you."

"… that makes me happy."

"It should."

"…"

"…"

"Hey."

"…"

"Sorry for calling you a doll."

"It is alright. Do not do that again."

They said nothing else. They continued watching the stars, that shone even with the city lights blocking them.

* * *

On a rooftop, Kaworu smiled enigmatically. He could feel Asuka and Rei miles away. He was sorry to have missed that particular event, but he had business to take care of.

"I see you brought your ridiculous monkey suit, Ikari."

Spider-Man pulled off his mask in front of Kaworu.

"The correct term is a spider suit." Shinji said. "So… you know who I am."

"Yes. It was rather obvious in hindsight to be honest."

"So…" Shinji hesitated in this question. "Who are you?"

"I am Kaworu Nagisa. The Fifth Child." Kaworu said. "I was sent here to keep an eye on Commander Ikari, by Chairman Lorenz's orders."

"You work with SEELE?"

"I am their child… so to speak."

"Are you a human/Angel hybrid?"

"Hybrid?" Kaworu laughed. "Is that what you think? No Ikari."

Immediately, Shinji's eyes were assaulted by images he did not understand. Kaworu was no longer one, but two, three… warped as if imprinted on paper. His smile still remained.

"I'm afraid I am the genuine article. An Angel, as the Lilim call me."

**Notes for the Chapter:**

> Electro returned! But who was he trying to contact? Maybe you'll find out next time… or maybe NOT! OOOOHHHH
> 
> I hope everyone is doing alright. Coronavirus is a nightmare, please keep the masks on and save others as well yourself.
> 
> This is a bit of an odd request for you guys, but I need a favor. See, I wrote a fic called Episode of Broly and Kale: Clash of the Legendary Saiyans. I liked what I did but I got comments about the action not being up to snuff. Do any of you know any Dragon Ball fanfics with particularly great action? I want to learn from them and get better since I want to have a go at another Dragon Ball fanfic in the future. Any recommendations would be helpful. Thanks!
> 
> Join us next time for: Letting Go.


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